Company Registration No. SC468667 (Scotland)
INTERVENTEK SUBSEA ENGINEERING LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024
PAGES FOR FILING WITH REGISTRAR
INTERVENTEK SUBSEA ENGINEERING LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 10
INTERVENTEK SUBSEA ENGINEERING LIMITED
BALANCE SHEET
AS AT 29 FEBRUARY 2024
29 February 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
4
19,558
54,231
Tangible assets
5
478,170
392,082
497,728
446,313
Current assets
Stocks
87,475
-
Debtors
6
1,015,250
2,915,136
Cash at bank and in hand
3,082,207
2,094,314
4,184,932
5,009,450
Creditors: amounts falling due within one year
7
(1,446,981)
(2,348,865)
Net current assets
2,737,951
2,660,585
Total assets less current liabilities
3,235,679
3,106,898
Creditors: amounts falling due after more than one year
8
(695,119)
(971,160)
Provisions for liabilities
9
(33,898)
-
0
Net assets
2,506,662
2,135,738
Capital and reserves
Called up share capital
10
231,031
229,403
Share premium account
11
472,612
454,314
Profit and loss reserves
12
1,803,019
1,452,021
Total equity
2,506,662
2,135,738

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 27 November 2024 and are signed on its behalf by:
A Duncan
Director
Company Registration No. SC468667
INTERVENTEK SUBSEA ENGINEERING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 2 -
1
Accounting policies
Company information

Interventek Subsea Engineering Limited ("the company") is a private company limited by shares incorporated and domiciled in Scotland. The registered office is Unit 4 International View, ABZ Business Park, Dyce, Aberdeen, AB21 0BJ. The nature of the company's operations and its principal activities are set out within the directors' report on page 1.

1.1
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 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. The principal accounting policies adopted are set out below.

1.2
Going concern

At the time of approving these financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. In reaching this conclusion, the directors have prepared a financial outturn forecast for financial year ended 29 February 2025, plus detailed forecast financial projections for financial year ended 28 February 2026, including profit and loss, cash flow and balance sheet elements. Performance against actual will be regularly reviewed throughout the forecast period. These forecast financial projections demonstrate that the company will be able to meet its liabilities as they fall due from existing facilities.true

 

At the balance sheet date, the company has a strong balance sheet, including £3.1m (2023: £2.1m) in cash reserves. Post year-end trading has been strong for the company. Additionally, the company benefits from supportive shareholders who continue to support the business with existing debt and equity.

 

As such, the directors continue to adopt the going concern basis of accounting in preparing these financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration from the contracts for sale of goods provided in the normal course of business and is shown net of VAT and other sales related taxes. Non-contract turnover is recognised when goods are sold, being the point at which the risks and rewards of ownership are transferred to the customer.

Revenue from contracts for the provision of services is recognised by reference to the stage of completion where the progress of contract work can be assessed with reasonable certainty. In accordance with note 1.9, the stage of completion is identified by comparing the engineering progress of a contract as a percentage of the overall estimated contract delivery timetable and apply this to the contract value. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

INTERVENTEK SUBSEA ENGINEERING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
1
Accounting policies
(Continued)
- 3 -
1.4
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated and amortised over a life of 5 years.

1.5
Intangible fixed assets

Intangible assets, including software, are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Software is amortised over a period of 3 years.

1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold property
- 33% straight line
Plant and machinery
- 20% to 33% straight line
Fixtures and Fittings
- 33% straight line
Office Equipment
- 33% straight line

Assets in the course of construction are not depreciated.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to the profit and loss account.

1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

1.8
Stocks

Stocks are stated at the lower of cost and net realisable value. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. Net realisable value is calculated as estimated selling price less costs to complete and sell.

 

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit and loss account. Reversals of impairment losses are also recognised in the profit and loss account.

INTERVENTEK SUBSEA ENGINEERING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
1
Accounting policies
(Continued)
- 4 -
1.9
Contract accounting

Turnover is calculated by reference of the value of the work performed to date as a proportion of the total contract value. If the final outcome can be assessed with reasonable certainty, profit is recognised on long-term contracts by including it in the profit and loss account as turnover and related costs, as contract activity progresses.

 

Where the invoiced value of work performed on a long-term contract is less than the actual value of work performed by reference to the proportion of overall estimated contract cost incurred, the difference is recorded as amounts recoverable on contracts and included within debtors due within one year.

 

Where payments are received from customers which exceed the value of the work performed on a long-term contract, the excess amounts are recorded as amounts payable under contracts and included within creditors falling due within one year.

 

Where actual costs spent as at the year end are greater than costs estimated as a proportion of the total contract value, work in progress and accrued costs are recognised within stock and creditors falling due within one year.

 

When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately.

1.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, and bank overdrafts.

1.11
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.

INTERVENTEK SUBSEA ENGINEERING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial liabilities

Basic financial liabilities, including creditors, and loan notes 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 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.

1.12
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.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.14
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.

 

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.

1.15
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

INTERVENTEK SUBSEA ENGINEERING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
1
Accounting policies
(Continued)
- 6 -
1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in the profit and loss account.

1.17

Exceptional items

Exceptional items comprise costs or credits which the directors consider as material to the profit and loss account and their separate disclosure is necessary for an appropriate understanding of the company's financial performance.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Accounting for loans

The company has shareholder loan notes which are included within other creditors. The shareholder loan notes have no fixed date of repayment are interest free and are repayable at par on the earlier of a sale, listing, or when the board believe the company has surplus cash available to redeem the loan notes. Management have concluded that the timing of any event which would trigger repayment is too uncertain in order to estimate the fair value of the loan notes in accordance with section 11 of FRS 102 and have therefore continued to carry these loan notes at their full undiscounted amount. The directors believe that this departure is necessary to ensure that the accounts show a true and fair view.

Share options

The company has issued a number of share options to certain employees of the company. No share based payment has been recognised as there is no clarity as to when an exit event may occur and therefore the number of options expected in the year is nil.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Contract accounting

Contract accounting impacts a number of significant account balances within the company’s financial statements including: turnover, cost of sales, amounts recoverable on contracts within debtors, and work in progress. Turnover, cost and ultimately profit recognised in respect of contracts requires estimations on the outcome of contracts including the stage of completion, variations in the contract and any expected changes in costs.

There are no other critical judgements or key sources of estimation uncertainty that the directors believe significantly impact the company.

INTERVENTEK SUBSEA ENGINEERING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 7 -
3
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Total
33
39
4
Intangible fixed assets
Software
Development costs
Total
£
£
£
Cost
At 1 March 2023 and 29 February 2024
222,140
86,522
308,662
Amortisation and impairment
At 1 March 2023
167,909
86,522
254,431
Amortisation charged for the year
34,673
-
0
34,673
At 29 February 2024
202,582
86,522
289,104
Carrying amount
At 29 February 2024
19,558
-
0
19,558
At 28 February 2023
54,231
-
0
54,231
5
Tangible fixed assets
Leasehold property
Assets under construction
Plant and machinery
Fixtures and Fittings
Office Equipment
Total
£
£
£
£
£
£
Cost
At 1 March 2023
166,827
237,777
674,856
66,914
125,272
1,271,646
Additions
-
0
186,922
-
0
1,104
4,161
192,187
At 29 February 2024
166,827
424,699
674,856
68,018
129,433
1,463,833
Depreciation and impairment
At 1 March 2023
163,585
-
0
550,627
64,636
100,716
879,564
Depreciation charged in the year
3,242
-
0
80,057
2,315
20,485
106,099
At 29 February 2024
166,827
-
0
630,684
66,951
121,201
985,663
Carrying amount
At 29 February 2024
-
0
424,699
44,172
1,067
8,232
478,170
At 28 February 2023
3,242
237,777
124,229
2,278
24,556
392,082
INTERVENTEK SUBSEA ENGINEERING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 8 -
6
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
197,268
2,290,705
Accrued income on contracts
614,224
511,684
Other debtors
203,758
22,784
1,015,250
2,825,173
Deferred tax asset (note 11)
-
0
89,963
1,015,250
2,915,136
7
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
371,332
343,834
Corporation tax
-
0
307,716
Other taxation and social security
-
0
130,596
Payments received on account
320,676
527,222
Other creditors
754,973
1,039,497
1,446,981
2,348,865

 

8
Creditors: amounts falling due after more than one year
2024
2023
£
£
Other creditors
695,119
971,160

Included within other creditors are the company's unsecured loan notes of £695,119 (2023: £761,108). These unsecured loan notes are repayable at par on the earlier of a listing, a sale or when the board believe the company has surplus cash to redeem the loan notes. The loan notes do not bear interest and are measured at the undiscounted amount payable. The loan notes rank before the ordinary shareholders on wind up of the company.

INTERVENTEK SUBSEA ENGINEERING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 9 -
9
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Assets
2024
2023
Balances:
£
£
Fixed asset timing differences
119,754
(103,648)
Short term differences
(2,396)
2,153
Tax losses
(83,460)
191,458
33,898
89,963
2024
Movements in the year:
£
Asset at 1 March 2023
(89,963)
Charge to profit or loss (note 5)
123,861
Liability at 29 February 2024
33,898
10
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
207,756
206,128
207,756
206,128
"A" Ordinary shares of £1 each
23,275
23,275
23,275
23,275
231,031
229,403
231,031
229,403

The holders of “A” ordinary shares are not entitled to dividends. Both classes of shares carry no right to fixed income.

During the year, 1,628 (2023: nil) Ordinary shares where issued for consideration of £19,926 (2023: £nil) to a director.

11
Share premium account

The share premium account contains the premium arising on issue of equity shares, net of issue expenses.

12
Profit and loss reserves

The profit and loss account represents accumulated profits and losses, net of dividends.

INTERVENTEK SUBSEA ENGINEERING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 10 -
13
Share options

Under an Enterprise Management Incentive (EMI) Scheme, 7,466 ordinary share options were granted to certain employees of the company during 2015/16. During the year, a further 16,690 ordinary share options (2023: nil) were granted with 2,714 ordinary share options lapsing (2023: nil) due to employee exits. Of the ordinary share options issued during the year, 5,412 ordinary share options granted to certain employees cannot be exercised if their 2015/16 options are exercised or until after the 2015/16 exercise period lapses. This scheme provided for certain employees to exercise granted share options in the future if certain conditions are met. The exercise of these equity settled based options will generally be on a sale, change of control of the business and the options lapse on the tenth anniversary of the date of grant. Options are also forfeited if the employee leaves the business before the options vest. The exercise price of each option is £12.24.

 

No share based payment has been recognised as there is no clarity as to when an exit event may occur at the date of signing these financial statements and therefore the number of options expected to vest is nil. Post year end, no further ordinary share options have been granted to employees under EMI. The exercise of any future options granted are expected to generally be on sale, change of control of the business and the options lapse on the tenth anniversary of the date of grant or are forfeited if the employee leaves the business before the options vest.

 

 

14
Ultimate controlling party

No individual shareholder is deemed to have overall control.

15
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.

The senior statutory auditor was Stephen McIlwaine and the auditor was Johnston Carmichael LLP.
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