REGISTERED NUMBER: 13669826 (England and Wales) |
Group Strategic Report, |
Report of the Directors and |
Consolidated Financial Statements |
for the Year Ended 30 September 2023 |
for |
Everything Managed Group Limited |
REGISTERED NUMBER: 13669826 (England and Wales) |
Group Strategic Report, |
Report of the Directors and |
Consolidated Financial Statements |
for the Year Ended 30 September 2023 |
for |
Everything Managed Group Limited |
Everything Managed Group Limited (Registered number: 13669826) |
Contents of the Consolidated Financial Statements |
for the Year Ended 30 September 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 5 |
Report of the Independent Auditors | 7 |
Consolidated Statement of Comprehensive Income | 11 |
Consolidated Balance Sheet | 12 |
Company Balance Sheet | 13 |
Consolidated Statement of Changes in Equity | 14 |
Company Statement of Changes in Equity | 15 |
Consolidated Cash Flow Statement | 16 |
Notes to the Consolidated Cash Flow Statement | 17 |
Notes to the Consolidated Financial Statements | 18 |
Everything Managed Group Limited |
Company Information |
for the Year Ended 30 September 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
SENIOR STATUTORY AUDITOR: | Kevin Shotton BA BFP FCA |
AUDITORS: |
Chartered Accountants |
& Statutory Auditors |
140 Coniscliffe Road |
Darlington |
County Durham |
DL3 7RT |
Everything Managed Group Limited (Registered number: 13669826) |
Group Strategic Report |
for the Year Ended 30 September 2023 |
The directors present the strategic report for the Everything Managed Group for the year ended 30 September 2023, the first full financial year of trading, following its formation on 8 October 202. |
BUSINESS REVIEW AND FUTURE DEVELOPMENTS |
The Group principal activities continues to be the provision of outsourced business services. The core services provided in the period were commercial waste collection service and merchant payment services for SMEs. |
The Group operates a subscription business model and so our customers are at the heart of everything we do as we strive to satisfy their needs and retain their business. A key driver of improvements to customer experience will come from our technology improvements from our customer portal, mobile app and data sharing with service providers to provide better information to service users. We made significant investment into technology development during the year totalling £0.8m (see note 11). |
Our Vision | Our Mission |
Revolutionising fully managed business services viaexperience by creating a culture of community, technology with first class customers experience. |
We will deliver a consistent, outstanding customer experience by creating a culture of community, engagement, development and empowerment. |
The Group recorded strong growth in the year ended 30 September 2023, with revenue increasing from £24.3m in the prior year to £30.4m. The growth in revenue was driven by a significant drive in customer acquisition investment which, along with goodwill amortisation cost, resulted in a loss of £4.1m for the year (2022 - £1.3m). |
Whilst the company recorded a loss in the period, it is Management's view that the underlying key performance indicators (described in the next section) show significant progress was made in the period. The growth trajectory of the Group has later resulted in significant profitability and cash generation from its operational activities during the course of 2024. During the period, sufficient finance facilities were in place to allow the Group to make the necessary investments in the meantime. |
Key Performance Indicators |
Measure | 30-Sep-23 | 30-Sep-22 As restated |
Secured future contracted revenue | £30.5m | £25.1m |
Annualised revenue at year end | £35.1m | £27.1m |
Management operating profit | £2.8m | £4.0m |
Waste Managed trust pilot score | 3.9 | 4.2 |
Payments Managed trust pilot score | 5.0 | 5.0 |
Customer response time | <3 minutes | <3 minutes |
Secured future contracted revenue |
Customer subscriptions are secured under contract and so high proportions of future revenues have already been achieved. As at September 2023, the business had secured future contracted revenues of £30.5m (2022 - £25.1m). |
Annualised revenue at year end |
Revenues increase throughout the period as the level of customer subscriptions grow. As at 30 September 2023, being the final month of the period, revenues were £2.9m (2022 - £2.3m), which annualised equates to £35.1m (2022 - £27.1m). |
Everything Managed Group Limited (Registered number: 13669826) |
Group Strategic Report |
for the Year Ended 30 September 2023 |
BUSINESS REVIEW AND FUTURE DEVELOPMENTS - CONTINUED |
Management operating profit |
This is a non-GAAP measure used by Management to monitor the performance of the business and is defined as operating profit before exceptional items, depreciation, amortisation and customer acquisition costs, resulting in a Management Operating Profit for the period of £2.8m (2022 - £4.0m). |
FY23 | FY22 As restated |
Turnover | 30,442,131 | 24,305,003 |
COS | (18,520,689) | (13,628,180) |
Gross profit | 11,921,442 | 10,676,823 |
Administrative expenses | (9,168,656) | (6.636,536) |
Management operating profit | 2,752,786 | 4,040,287 |
Customer acquisition cost | (2,582,283) | (634,179) |
Depreciation and amortisation | (4,288,215) | (4,112,873) |
Operating loss | (4,117,712) | (706,765) |
Exceptional item | - | (666,366) |
Interest payable and similar expenses | (25,004) | - |
Loss before taxation | (4,142,716) | (1,373,131) |
Taxation | - | (87,378) |
Total comprehensive income for the period | (4,142,716) | (1,285,753) |
Management Operating profit has dropped compared to prior year predominantly due to increased staff costs as the Group has operationally geared up to deal with the expanding customer population and other requirements of a business of the current and future scale. |
Trust pilot score |
Trustpilot is the most recognised and widely used independent customer review platform and therefore the most accurate reflection of our customers perception of the service we offer. |
As at 30 September 2023, Waste Managed has received 3,631 reviews and achieved an average rating of 3.9 which Trustpilot deem as "Great". Management is not satisfied with this rating and has active improvements in place to get back an "Excellent" rating as soon as possible. |
Payments Managed has received 291 reviews and had a 5.0 rating ("Excellent") on Trustpilot as at 30 September 2023. |
Customer response time |
We understand the challenges SME owners face, particularly the time constraints they are often under and so we focus heavily on responding to our customers calls, webchats, messages and emails in the shortest possible timeframe. |
During the period we maintained our average response time at less than 3 minutes. We are making further developments to reduce this via investment in technology, particularly our customer portal which went live in 2024 and our mobile app which is in development. |
Everything Managed Group Limited (Registered number: 13669826) |
Group Strategic Report |
for the Year Ended 30 September 2023 |
PRINCIPAL RISKS AND UNCERTAINTIES |
The management of the business and the execution of the group's strategy are subject to a number of risks. The board reviews these risks and puts in place policies to mitigate them. |
Supply chain risk |
The group's continued success is reliant on maintaining strong relationships with its key suppliers. Significant effort is placed on working with these key suppliers to ensure minimal disruption to its customers. |
Credit risk |
The group monitors credit risk and considers the current policy of limited credit terms meets its objectives of managing its exposure. |
Liquidity risk |
The group manages this by monitoring cash flow to ensure it is able to meet its foreseeable debts as they fall due, ensuring the group has sufficient funds available for day-to-day operations. |
ON BEHALF OF THE BOARD: |
Everything Managed Group Limited (Registered number: 13669826) |
Report of the Directors |
for the Year Ended 30 September 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 30 September 2023. |
DIVIDENDS |
No dividends will be distributed for the year ended 30 September 2023. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 October 2022 to the date of this report. |
DISCLOSURE IN THE STRATEGIC REPORT |
The following information, which would otherwise be disclosed in the directors' report, is instead disclosed in the strategic report, as permitted by s414C(11) of the Companies Act 2006: |
- principal risks and uncertainties; |
- future developments; |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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 judgments and accounting estimates that are reasonable and prudent; and |
- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; |
- 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 to 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 group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
Everything Managed Group Limited (Registered number: 13669826) |
Report of the Directors |
for the Year Ended 30 September 2023 |
AUDITORS |
During the year, UNW LLP resigned and Clive Owen LLP were appointed as auditor. |
Pursuant to s485, Companies Act 2006, resolutions excluding the company from the obligation to hold annual general meetings and re-elect an auditor annually have been passed by the company. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Everything Managed Group Limited |
Opinion |
We have audited the financial statements of Everything Managed Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2023 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 of the parent company affairs as at 30 September 2023 and of the group's loss for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 group's and 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and 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 Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Everything Managed Group Limited |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the 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 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 five, 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 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. |
Report of the Independent Auditors to the Members of |
Everything Managed Group Limited |
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: |
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, to detect material misstatements in respect of irregularities, including fraud. Our audit must be alert to the risk of manipulation of the financial statements and seek to understand the incentives and opportunities for management to achieve this. |
We undertake the following procedures to identify and respond to these risks of non-compliance: |
- Understanding the key legal and regulatory frameworks that are applicable to the Company. We communicated identified laws and regulations throughout the audit team and remained alert to any indications of non-compliance throughout the audit. We determined the most significant of these to be company law, taxation law, employment law and GDPR. |
- Enquiry of directors and management as to policies and procedures to ensure compliance and any known instances of non-compliance |
- Enquiry of directors and management as to areas of the financial statements susceptible to fraud and how these risks are managed |
- Challenging management on key estimates, assumptions and judgements made in the preparation of the financial statements. The significant areas of key estimates and judgements are disclosed within the accounting policies. |
- Identifying and testing unusual journal entries, with a particular focus on manual journal entries. |
Through these procedures, we did not become aware of actual or suspected non-compliance. |
We planned and performed our audit in accordance with auditing standards but owing to the inherent limitations of procedures required in these areas, there is an unavoidable risk that we may not have detected a material misstatement in the accounts. 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. 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 concealment, collusion, forgery, misrepresentations, or override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations. |
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 |
Everything Managed Group Limited |
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. |
for and on behalf of |
Chartered Accountants |
& Statutory Auditors |
140 Coniscliffe Road |
Darlington |
County Durham |
DL3 7RT |
Everything Managed Group Limited (Registered number: 13669826) |
Consolidated |
Statement of Comprehensive |
Income |
for the Year Ended 30 September 2023 |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
Notes | £ | £ |
TURNOVER | 3 | 30,442,131 | 24,305,003 |
Cost of sales | (18,520,689 | ) | (13,628,180 | ) |
GROSS PROFIT | 11,921,442 | 10,676,823 |
Administrative expenses | (16,039,280 | ) | (11,383,611 | ) |
OPERATING LOSS | 5 | (4,117,838 | ) | (706,788 | ) |
Exceptional item | 6 | - | (666,366 | ) |
(4,117,838 | ) | (1,373,154 | ) |
Interest receivable and similar income | 126 | 23 |
(4,117,712 | ) | (1,373,131 | ) |
Interest payable and similar expenses | 7 | (25,004 | ) | - |
LOSS BEFORE TAXATION | (4,142,716 | ) | (1,373,131 | ) |
Tax on loss | 8 | - | 87,378 |
LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
(4,142,716 |
) |
(1,285,753 |
) |
Prior year adjustment | 10 | (66,445 | ) |
TOTAL COMPREHENSIVE INCOME SINCE LAST ANNUAL REPORT |
(4,209,161 |
) |
Loss attributable to: |
Owners of the parent | (4,142,716 | ) | (1,285,753 | ) |
Total comprehensive income attributable to: |
Owners of the parent | (4,209,161 | ) | (1,285,753 | ) |
Everything Managed Group Limited (Registered number: 13669826) |
Consolidated Balance Sheet |
30 September 2023 |
2023 | 2022 |
as restated |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 11 | 8,188,303 | 7,743,615 |
Tangible assets | 12 | 112,670 | 164,569 |
Investments | 13 | - | - |
8,300,973 | 7,908,184 |
CURRENT ASSETS |
Debtors | 14 | 3,071,002 | 2,546,438 |
Cash at bank | - | 293,963 |
3,071,002 | 2,840,401 |
CREDITORS |
Amounts falling due within one year | 15 | 11,975,443 | 7,209,338 |
NET CURRENT LIABILITIES | (8,904,441 | ) | (4,368,937 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
(603,468 |
) |
3,539,247 |
CAPITAL AND RESERVES |
Called up share capital | 19 | 21,706 | 21,706 |
Merger reserve | 20 | 4,803,294 | 4,803,294 |
Retained earnings | 20 | (5,428,468 | ) | (1,285,753 | ) |
SHAREHOLDERS' FUNDS | (603,468 | ) | 3,539,247 |
The financial statements were approved by the Board of Directors and authorised for issue on 29 October 2024 and were signed on its behalf by: |
C Penfold - Director |
Everything Managed Group Limited (Registered number: 13669826) |
Company Balance Sheet |
30 September 2023 |
2023 | 2022 |
as restated |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 11 |
Tangible assets | 12 |
Investments | 13 |
CURRENT ASSETS |
Debtors | 14 |
CREDITORS |
Amounts falling due within one year | 15 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 19 |
Merger reserve | 20 |
Retained earnings | 20 | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS |
Company's loss for the financial year | (92,167 | ) | (1,973 | ) |
The financial statements were approved by the Board of Directors and authorised for issue on |
Everything Managed Group Limited (Registered number: 13669826) |
Consolidated Statement of Changes in Equity |
for the Year Ended 30 September 2023 |
Called up |
share | Retained | Merger | Total |
capital | earnings | reserve | equity |
£ | £ | £ | £ |
Changes in equity |
Issue of share capital | 21,706 | - | - | 21,706 |
Total comprehensive income | - | (1,219,308 | ) | - | (1,219,308 | ) |
Merger reserve | - | - | 4,803,294 | 4,803,294 |
Balance at 30 September 2022 | 21,706 | (1,219,308 | ) | 4,803,294 | 3,605,692 |
Prior year adjustment | - | (66,445 | ) | - | (66,445 | ) |
As restated | 21,706 | (1,285,753 | ) | 4,803,294 | 3,539,247 |
Changes in equity |
Total comprehensive income | - | (4,142,716 | ) | - | (4,142,716 | ) |
Balance at 30 September 2023 | 21,706 | (5,428,469 | ) | 4,803,294 | (603,469 | ) |
Everything Managed Group Limited (Registered number: 13669826) |
Company Statement of Changes in Equity |
for the Year Ended 30 September 2023 |
Called up |
share | Retained | Merger | Total |
capital | earnings | reserve | equity |
£ | £ | £ | £ |
Changes in equity |
Issue of share capital | - | - |
Total comprehensive income | - | ( |
) | ( |
) |
Merger reserve | - | - | 4,803,294 | 4,803,294 |
Balance at 30 September 2022 | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 30 September 2023 | ( |
) |
Everything Managed Group Limited (Registered number: 13669826) |
Consolidated Cash Flow Statement |
for the Year Ended 30 September 2023 |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 4,564,236 | (674,013 | ) |
Interest paid | (25,004 | ) | - |
Tax paid | 69,292 | (77,761 | ) |
Net cash from operating activities | 4,608,524 | (751,774 | ) |
Cash flows from investing activities |
Purchase of intangible fixed assets | (4,665,285 | ) | (1,151,448 | ) |
Purchase of tangible fixed assets | (17,047 | ) | (207,806 | ) |
Sale of intangible fixed assets | 3,623 | - |
Cash acquired on acquisition | - | 2,388,190 |
Interest received | 126 | 23 |
Net cash from investing activities | (4,678,583 | ) | 1,028,959 |
Cash flows from financing activities |
Capital repayments in year | - | (4,928 | ) |
Amount withdrawn by directors | (333,879 | ) | - |
Share issue | - | 21,706 |
Net cash from financing activities | (333,879 | ) | 16,778 |
(Decrease)/increase in cash and cash equivalents | (403,938 | ) | 293,963 |
Cash and cash equivalents at beginning of year |
2 |
293,963 |
- |
Cash and cash equivalents at end of year | 2 | (109,975 | ) | 293,963 |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Cash Flow Statement |
for the Year Ended 30 September 2023 |
1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
£ | £ |
Loss before taxation | (4,142,716 | ) | (1,373,131 | ) |
Depreciation charges | 4,285,610 | 2,780,141 |
Loss on disposal of fixed assets | 311 | 23,804 |
Finance costs | 25,004 | - |
Finance income | (126 | ) | (23 | ) |
168,083 | 1,430,791 |
Increase in trade and other debtors | (190,685 | ) | (1,504,384 | ) |
Increase/(decrease) in trade and other creditors | 4,586,838 | (600,420 | ) |
Cash generated from operations | 4,564,236 | (674,013 | ) |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 30 September 2023 |
30.9.23 | 1.10.22 |
£ | £ |
Cash and cash equivalents | - | 293,963 |
Bank overdrafts | (109,975 | ) | - |
(109,975 | ) | 293,963 |
Period ended 30 September 2022 |
30.9.22 | 8.10.21 |
as restated |
£ | £ |
Cash and cash equivalents | 293,963 | - |
3. | ANALYSIS OF CHANGES IN NET FUNDS/(DEBT) |
At 1.10.22 | Cash flow | At 30.9.23 |
£ | £ | £ |
Net cash |
Cash at bank | 293,963 | (293,963 | ) | - |
Bank overdrafts | - | (109,975 | ) | (109,975 | ) |
293,963 | (403,938 | ) | (109,975 | ) |
Total | 293,963 | (403,938 | ) | (109,975 | ) |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements |
for the Year Ended 30 September 2023 |
1. | STATUTORY INFORMATION |
Everything Managed Group Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Basis of consolidation |
The consolidated financial statements present the results of the Group and it's own subsidiaries ("the group") as they formed a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. |
The consolidated financial statements incorporate the results of business combinations using the purchase |
method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially |
recognised at their fair values at the acquisition date. The results of the acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are |
deconsolidated on the date control ceases. |
The parent company is included in the consolidated financial statements, and is considered to be a qualifying entity under FRS 102 paragraphs 1.8 to 1.12. The following exemptions available under FRS 102 in respect of certain disclosures for the parent company financial statements have been applied: |
- No separate parent company Cash Flow Statement with related notes is included; |
- Key Management Personnel compensation has not been included a second time; and |
- The disclosures required by FRS 102.11 Basic Financial Instruments and FRS 102 1.2 Other Financial |
Instrument Issues in respect of financial instruments not falling within the fair value accounting rules of |
paragraph 36(4) of Schedule 1. |
Key sources of estimation uncertainty |
The estimates which have the most significant effect on the amounts recognised in the financial statements are set out below: |
Bad debt provision - Provisions are made against the company's trade and intercompany debtors based on historical experience of recoverability. The estimates made could differ to the amount subsequently recovered from these debtors, which impacts on operating results. |
Lead generation recognition and impairment - lead generation costs are initially assessed to ascertain whether appropriate to capitalise or expense. Once management are satisfied they can be capitalised in line with section 18 of FRS 102 these amounts are capitalised and are released to the profit and loss account in line with the customer lifespan. On an annual basis the Directors review for any potential impairment based on the estimated future economic benefit of each individual asset capitalised. |
Impairment of fixed asset investments - the group has investments in a number of subsidiary companies. These investments are held at cost less any provision for impairment. The directors have assessed the carrying value of investments in light of current performance and have concluded based on anticipated future trading that there is no further impairment of any investments. |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
2. | ACCOUNTING POLICIES - continued |
Turnover |
Turnover represents amounts receivable for waste management services net of VAT and trade discounts. Turnover is attributable to the continuing principal activity of the company and arose wholly within the United Kingdom. Revenue is recognised on delivery of waste management services to customers. End of contract charges are recognised when legal entitlement passes to the company. |
With regards to electronic payment services turnover represents commissions receivable from the provision of services and sales of associated devices net of VAT. |
Goodwill |
Goodwill, being the amount paid in connection with the acquisition of a business, is being amortised evenly over its estimated useful life of 5 years. |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Development costs are being amortised evenly over their estimated useful life of 3 years. |
Computer software is being amortised evenly over it's estimated useful life of 3 to 10 years. |
Lead generation costs, being the acquisition of customer lists are capitalised as an intangible asset in line with FRS 102, Section 18. These assets are initially measured at cost, then subsequently at cost less accumulated amortisation and impairment. These assets are amortised over 2 years, representing the customer contract life. |
Annual impairment reviews are undertaken, looking at the expected future economic benefit less any directly attributable costs on a customer list by customer list basis. Where expected benefit is less than carrying value an impairment is recognised |
Tangible fixed assets |
Plant and machinery | - |
Fixtures and fittings | - |
Computer equipment | - |
Tangible fixed assets are held at cost less accumulated depreciation and impairment. |
Financial instruments |
The group only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors and cash and bank balances. |
All such instruments are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, in which case the transaction is measured at the present value of the receipts discounted at a market rate of interest. All financial instruments are subsequently carried at amortised cost using the effective interest method. |
At the end of each reporting period, debt financial assets are assessed for impairment, and their carrying value reduced if necessary. Any impairment charge is recognised in the statement of comprehensive income. |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
Going concern |
The directors have reviewed the Group's forecasts and projections in detail on a monthly basis to ensure adequate resources are available to continue in operational existence for the foreseeable future. The directors are confident that the business will have sufficient resources to continue to trade. The group therefore continues to adopt the going concern basis in preparing its financial statements. |
3. | TURNOVER |
Turnover and loss before taxation are attributable to the principal activities of the group. |
All of the turnover arose in the UK in both the current and prior period. |
4. | EMPLOYEES AND DIRECTORS |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
£ | £ |
Wages and salaries | 5,826,615 | 4,876,183 |
Social security costs | 878,569 | 472,015 |
Other pension costs | 323,383 | 157,996 |
7,028,567 | 5,506,194 |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
4. | EMPLOYEES AND DIRECTORS - continued |
The average number of employees during the year was as follows: |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
Directors | 3 | 3 |
Sales | 42 | 34 |
Admin | 109 | 96 |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
£ | £ |
Directors' remuneration | 309,860 | 101,744 |
Directors' long term incentive schemes | 2,640 | 1,101 |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes | 2 | 2 |
Information regarding the highest paid director for the year ended 30 September 2023 is as follows: |
Year Ended |
30.9.23 |
£ |
Emoluments etc | 107,500 |
The directors are considered to be the only key management. |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
5. | OPERATING LOSS |
The operating loss is stated after charging: |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
£ | £ |
Other operating leases | 155,252 | 134,862 |
Depreciation - owned assets | 68,635 | 33,310 |
Loss on disposal of fixed assets | 311 | 23,804 |
Goodwill amortisation | 1,093,784 | 870,826 |
Customer lists amortisation | 2,742,982 | 1,698,603 |
Development costs amortisation | 373,196 | 2,132,121 |
Computer software amortisation | 7,012 | 8,621 |
Auditors' remuneration | 58,000 | 50,000 |
Foreign exchange differences | - | 323 |
6. | EXCEPTIONAL ITEMS |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
£ | £ |
Exceptional item | - | (666,366 | ) |
During the prior period the group offered customers of Cheaperwaste the opportunity to switch to new enhanced contracts with Waste Managed; the cost of this exercise was £636,666 which the directors consider to be exceptional in nature. |
7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
£ | £ |
Bank interest | 19,013 | - |
Bank loan interest | 5,991 | - |
25,004 | - |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
8. | TAXATION |
Analysis of the tax credit |
The tax credit on the loss for the year was as follows: |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
£ | £ |
Current tax: |
UK corporation tax | - | (47,859 | ) |
Deferred tax | - | (39,519 | ) |
Tax on loss | - | (87,378 | ) |
Reconciliation of total tax credit included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
Period |
8.10.21 |
Year Ended | to |
30.9.23 | 30.9.22 |
as restated |
£ | £ |
Loss before tax | (4,142,716 | ) | (1,373,131 | ) |
Loss multiplied by the standard rate of corporation tax in the UK of 25 % (2022 - 19 %) |
(1,035,679 |
) |
(260,895 |
) |
Effects of: |
Expenses not deductible for tax purposes | (8,796 | ) | (187,678 | ) |
Income not taxable for tax purposes | 3,291 | - |
Tax rate changes | - | (2,209 | ) |
Deferred tax not provided | 1,041,184 | 363,404 |
Total tax credit | - | (87,378 | ) |
9. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
10. | PRIOR YEAR ADJUSTMENT |
As a result of a change in accounting policy to recognise lead generation costs, previously held in prepayments, as an intangible asset, including the write off of a customer conversion intangible asset, the comparative figures have been restated. The directors feel that the nature of the customer acquisition costs are reflective of the acquisition of customer lists and therefore feel it appropriate to recognise these costs as an intangible asset in line with section 18 of FRS 102. This has resulted in a decrease to profit before tax and net assets of £393,967. As a result of this change of accounting policy, the fair value of the customer acquisition intangible assets acquired in prior year increased by £2,392,063 resulting in a decrease to the prior period goodwill of the same amount. This adjustment had no impact on the prior period net assets. |
Additionally, the prior period figures were adjusted to reflect a s455 debtor. The debtor was in respect of s455 tax paid to HMRC in respect of overdrawn directors loan accounts. As this is repayable once the directors loan accounts are repaid this should have been recognised as a debtor but instead was incorrectly taken to the P&L as a tax charge in a prior year. This resulted in the prior period goodwill and closing prior period net assets to increase by a further £249,872. |
Furthermore, the prior period figures were adjusted to reflect an historic error to deferred income. This resulted in the prior period goodwill and closing prior period net assets to decrease by £452,499. |
As a result of the above adjustments, goodwill amortisation in the prior period reduced by £327,522 increasing profit before tax and net assets by this amount. |
11. | INTANGIBLE FIXED ASSETS |
Group |
Customer | Development | Computer |
Goodwill | lists | costs | software | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 October 2022 | 5,366,939 | 4,333,214 | 1,784,285 | 79,416 | 11,563,854 |
Additions | (27,890 | ) | 3,907,222 | 781,869 | 4,084 | 4,665,285 |
Disposals | - | - | - | (3,623 | ) | (3,623 | ) |
At 30 September 2023 | 5,339,049 | 8,240,436 | 2,566,154 | 79,877 | 16,225,516 |
AMORTISATION |
At 1 October 2022 | 870,826 | 1,698,603 | 1,242,189 | 8,621 | 3,820,239 |
Amortisation for year | 1,093,784 | 2,742,982 | 373,196 | 7,012 | 4,216,974 |
At 30 September 2023 | 1,964,610 | 4,441,585 | 1,615,385 | 15,633 | 8,037,213 |
NET BOOK VALUE |
At 30 September 2023 | 3,374,439 | 3,798,851 | 950,769 | 64,244 | 8,188,303 |
At 30 September 2022 | 4,496,113 | 2,634,611 | 542,096 | 70,795 | 7,743,615 |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
11. | INTANGIBLE FIXED ASSETS - continued |
Company |
Computer |
software |
£ |
COST |
At 1 October 2022 |
and 30 September 2023 |
AMORTISATION |
At 1 October 2022 |
Amortisation for year |
At 30 September 2023 |
NET BOOK VALUE |
At 30 September 2023 |
At 30 September 2022 |
12. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Plant and | and | Computer |
machinery | fittings | equipment | Totals |
£ | £ | £ | £ |
COST |
At 1 October 2022 | 122,670 | 74,509 | 700 | 197,879 |
Additions | 14,947 | 2,100 | - | 17,047 |
Disposals | - | - | (700 | ) | (700 | ) |
At 30 September 2023 | 137,617 | 76,609 | - | 214,226 |
DEPRECIATION |
At 1 October 2022 | 25,312 | 7,842 | 156 | 33,310 |
Charge for year | 43,299 | 25,103 | 233 | 68,635 |
Eliminated on disposal | - | - | (389 | ) | (389 | ) |
At 30 September 2023 | 68,611 | 32,945 | - | 101,556 |
NET BOOK VALUE |
At 30 September 2023 | 69,006 | 43,664 | - | 112,670 |
At 30 September 2022 | 97,358 | 66,667 | 544 | 164,569 |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
13. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1 October 2022 |
and 30 September 2023 |
NET BOOK VALUE |
At 30 September 2023 |
At 30 September 2022 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: 2nd Floor 41-51 Grey Street, Newcastle Upon Tyne, England, NE1 6EE |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 2nd Floor 41-51 Grey Street, Newcastle Upon Tyne, England, NE1 6EE |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 2nd Floor 41-51 Grey Street, Newcastle Upon Tyne, England, NE1 6EE |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 2nd Floor 41-51 Grey Street, Newcastle Upon Tyne, England, NE1 6EE |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 2nd Floor 41-51 Grey Street, Newcastle Upon Tyne, England, NE1 6EE |
Nature of business: |
% |
Class of shares: | holding |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
13. | FIXED ASSET INVESTMENTS - continued |
Registered office: 20 - 22 Wenlock Road, London, England, N1 7GU |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Third Floor 207 Regent Street, Regent Street, London, England, W1B 3HH |
Nature of business: |
% |
Class of shares: | holding |
14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
as restated | as restated |
£ | £ | £ | £ |
Trade debtors | 1,072,511 | 926,229 |
Other debtors | 463,341 | 485,922 |
Directors' current accounts | 1,175,671 | 841,792 | - | - |
Prepayments and accrued income | 359,479 | 292,495 |
3,071,002 | 2,546,438 |
15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
as restated | as restated |
£ | £ | £ | £ |
Bank loans and overdrafts (see note 16) | 109,975 | - |
Trade creditors | 4,488,005 | 3,588,086 |
Amounts owed to group undertakings | - | - |
Corporation tax | 104,607 | 35,315 |
Taxation and social security | 2,202,427 | 1,152,295 |
Other creditors | 866,634 | 145,450 |
Accruals and deferred income | 4,203,795 | 2,288,192 |
11,975,443 | 7,209,338 |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
16. | LOANS |
An analysis of the maturity of loans is given below: |
Group |
2023 | 2022 |
as restated |
£ | £ |
Amounts falling due within one year or on | demand: |
Bank overdrafts | 109,975 | - |
17. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Non-cancellable operating | leases |
2023 | 2022 |
as restated |
£ | £ |
Within one year | 108,396 | 173,226 |
Between one and five years | 75,625 | 230,373 |
184,021 | 403,599 |
18. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group |
2023 | 2022 |
as restated |
£ | £ |
Invoice discounting | 299,483 | - |
The invoice discounting liability is secured by the book debts of the group. |
19. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | as restated |
£ | £ |
Ordinary | £1 | 21,706 | 21,706 |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
20. | RESERVES |
Group |
Retained | Merger |
earnings | reserve | Totals |
£ | £ | £ |
At 1 October 2022 | (1,219,307 | ) | 4,803,294 | 3,583,987 |
Prior year adjustment | (66,445 | ) | - | (66,445 | ) |
(1,285,752 | ) | 4,803,294 | 3,517,542 |
Deficit for the year | (4,142,716 | ) | - | (4,142,716 | ) |
At 30 September 2023 | (5,428,468 | ) | 4,803,294 | (625,174 | ) |
Company |
Retained | Merger |
earnings | reserve | Totals |
£ | £ | £ |
At 1 October 2022 | ( |
) | 4,801,321 |
Deficit for the year | ( |
) | ( |
) |
At 30 September 2023 | ( |
) | 4,709,154 |
Retained earnings includes all current profits and losses less any distributions made. |
The merger reserve represents the excess in fair value of consideration given on issue of share capital. |
21. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
The following advances and credits to directors subsisted during the year ended 30 September 2023 and the period ended 30 September 2022: |
2023 | 2022 |
as restated |
£ | £ |
L J Borthwick |
Balance outstanding at start of year | 314,970 | - |
Amounts advanced | 84,128 | 314,970 |
Amounts repaid | - | - |
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of year | 399,098 | 314,970 |
J R Jukes |
Balance outstanding at start of year | 559,653 | - |
Amounts advanced | 147,025 | 559,653 |
Amounts repaid | - | - |
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of year | 706,678 | 559,653 |
Everything Managed Group Limited (Registered number: 13669826) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 30 September 2023 |
21. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES - continued |
C Penfold |
Balance outstanding at start of year | 19,162 | - |
Amounts advanced | 50,733 | 19,162 |
Amounts repaid | - | - |
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of year | 69,895 | 19,162 |
22. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling party is J Jukes by virtue of their majority share holding. |
23. | BUSINESS COMBINATIONS |
During the period the group undertook the following business combinations: |
Business Marketing Limited |
Everything Managed Group Limited acquired 100% of the ordinary share capital of Business Marketing Limited on 23 May 2023. |
Online Business Companion Limited |
Everything Managed Group Limited acquired 100% of the ordinary share capital of Online Business Companion Limited on 23 May 2023. |
The details of the above acquisitions are as follows: |
Business Marketing Limited (£ |
) |
Online Business Companion Limited (£ |
) |
Fair value of consideration | 1 | 1 |
Fair value of net assets acquired |
(23,299 |
) |
51,191 |
Goodwill arising on consolidation |
£23,300 |
(51,190 |
) |