Company registration number 14116317 (England and Wales)
LIBRA MIDCO LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 JANUARY 2024
PAGES FOR FILING WITH REGISTRAR
10 Bridge Street
Christchurch
Dorset
BH23 1EF
LIBRA MIDCO LIMITED
CONTENTS
Page
Company information
1
Balance sheet
2
Notes to the financial statements
3 - 7
LIBRA MIDCO LIMITED
BALANCE SHEET
AS AT
31 JANUARY 2024
31 January 2024
- 2 -
2024
2023
Notes
£
£
£
£
Current assets
Debtors
4
11,844,060
10,535,469
Cash at bank and in hand
123,750
123,750
11,967,810
10,659,219
Creditors: amounts falling due within one year
5
(2,500)
(53)
Net current assets
11,965,310
10,659,166
Creditors: amounts falling due after more than one year
6
(11,982,561)
(10,659,219)
Net liabilities
(17,251)
(53)
Capital and reserves
Called up share capital
Profit and loss reserves
(17,251)
(53)
Total equity
(17,251)
(53)
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 30 October 2024 and are signed on its behalf by:
Mr M J Croker
Director
Company Registration No. 14116317
LIBRA MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
- 3 -
1
Accounting policies
Company information
Libra Midco Limited is a private company limited by shares incorporated in England and Wales. The registered office is Semaphore House, Fareham Heights, Standard Way, Fareham, Hampshire, United Kingdom, PO16 8XT.
1.1
Reporting period
The comparative reporting period had been shortened to bring the financial statements in line with other Group entities. The comparative figures presented in the financial statements (including the related notes) are therefore not entirely comparable.
1.2
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.3
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements. The directors acknowledge the net liability position of this company. However, given the company does not trade and has access to the distributable profits of the group as required, the going concern basis remains appropriate.true
1.4
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
LIBRA MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 4 -
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.5
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.6
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
LIBRA MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.7
Compound instruments
The component parts of compound instruments issued by the company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.
1.8
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.9
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
LIBRA MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 6 -
2
Employees
The company had no employees in the year other than the directors.
2024
2023
Number
Number
Total
3
Fixed asset investments
The company holds an investment to the value of £0.01 which represents the acquisition of 100% of the issued share capital of Libra Bidco Limited as part of a group reconstruction.
4
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
3,080,263
2,391,772
Other debtors
8,763,797
8,143,697
11,844,060
10,535,469
5
Creditors: amounts falling due within one year
2024
2023
£
£
Amounts owed to group undertakings
53
Accruals and deferred income
2,500
2,500
53
6
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Loan notes
11,982,561
10,659,219
LIBRA MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
6
Creditors: amounts falling due after more than one year
(Continued)
- 7 -
The company is party to cross guarantees given in respect of the bank loans and loan notes of group companies which are secured by a fixed and floating charge over certain assets of certain group companies. The amount of liability over which a cross guarantee was given in respect of loan notes at the year end £11,982,561.
Amounts included above which fall due after five years are as follows:
Payable other than by instalments
11,982,561
10,659,219
7
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Dean Pullen FCCA
Statutory Auditor:
TC Group
8
Related party transactions
The company has applied the exemptions available with Section 33.1A of FRS 102 not to disclose transactions with fellow wholly owned members of the group headed by Heligan Investments LLP.
The company has applied Section 1AC.35 of FRS 102 in respect of transactions with other related parties. The director has reviewed the transactions with related parties and concluded that there were none which were transacted outside of normal market conditions.