Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-3110trueManufacturingtrue2023-01-01false4truefalse 08124893 2023-01-01 2023-12-31 08124893 2022-01-01 2022-12-31 08124893 2023-12-31 08124893 2022-12-31 08124893 c:CompanySecretary1 2023-01-01 2023-12-31 08124893 c:Director1 2023-01-01 2023-12-31 08124893 c:Director2 2023-01-01 2023-12-31 08124893 c:Director3 2023-01-01 2023-12-31 08124893 c:Director4 2023-01-01 2023-12-31 08124893 c:Director5 2023-01-01 2023-12-31 08124893 c:RegisteredOffice 2023-01-01 2023-12-31 08124893 d:PlantMachinery 2023-01-01 2023-12-31 08124893 d:PlantMachinery 2023-12-31 08124893 d:PlantMachinery 2022-12-31 08124893 d:PlantMachinery d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 08124893 d:MotorVehicles 2023-01-01 2023-12-31 08124893 d:MotorVehicles 2023-12-31 08124893 d:MotorVehicles 2022-12-31 08124893 d:MotorVehicles d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 08124893 d:FurnitureFittings 2023-01-01 2023-12-31 08124893 d:FurnitureFittings 2023-12-31 08124893 d:FurnitureFittings 2022-12-31 08124893 d:FurnitureFittings d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 08124893 d:OfficeEquipment 2023-01-01 2023-12-31 08124893 d:OfficeEquipment 2023-12-31 08124893 d:OfficeEquipment 2022-12-31 08124893 d:OfficeEquipment d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 08124893 d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 08124893 d:ComputerSoftware 2023-12-31 08124893 d:ComputerSoftware 2022-12-31 08124893 d:CurrentFinancialInstruments 2023-12-31 08124893 d:CurrentFinancialInstruments 2022-12-31 08124893 d:Non-currentFinancialInstruments 2023-12-31 08124893 d:Non-currentFinancialInstruments 2022-12-31 08124893 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 08124893 d:CurrentFinancialInstruments d:WithinOneYear 2022-12-31 08124893 d:ShareCapital 2023-12-31 08124893 d:ShareCapital 2022-12-31 08124893 d:RetainedEarningsAccumulatedLosses 2023-12-31 08124893 d:RetainedEarningsAccumulatedLosses 2022-12-31 08124893 c:FRS102 2023-01-01 2023-12-31 08124893 c:Audited 2023-01-01 2023-12-31 08124893 c:FullAccounts 2023-01-01 2023-12-31 08124893 c:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 08124893 d:WithinOneYear 2023-12-31 08124893 d:WithinOneYear 2022-12-31 08124893 d:BetweenOneFiveYears 2023-12-31 08124893 d:BetweenOneFiveYears 2022-12-31 08124893 c:SmallCompaniesRegimeForAccounts 2023-01-01 2023-12-31 08124893 2 2023-01-01 2023-12-31 08124893 6 2023-01-01 2023-12-31 08124893 d:ComputerSoftware d:OwnedIntangibleAssets 2023-01-01 2023-12-31 08124893 e:PoundSterling 2023-01-01 2023-12-31 iso4217:GBP xbrli:pure


Registered number: 08124893












TOUCHTUNES UK LTD
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

 

TOUCHTUNES UK LTD

CONTENTS



Page
Company information
 
1
Balance sheet
 
2 - 3
Notes to the financial statements
 
4 - 13


 

TOUCHTUNES UK LTD
 
COMPANY INFORMATION


Directors
S V Cooke 
D E Hamric 
W R Honey 
A A Kotecha 
J N Alford 




Company secretary
Vistra Company Secretaries Limited



Registered number
08124893



Registered office
4 Greenland Place

London

NW1 0AP




Independent auditor
Blick Rothenberg Audit LLP
Chartered Accountants & Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH




Page 1


 
REGISTERED NUMBER:08124893
TOUCHTUNES UK LTD

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible fixed assets
 4 
331,353
451,845

Tangible fixed assets
 5 
121,979
33,447

Fixed asset investments
 6 
3,107,002
5,881,594

  
3,560,334
6,366,886

Current assets
  

Stocks
  
1,826,995
1,111,860

Debtors due after more than 1 year
 7 
591,197
75,850

Debtors due within 1 year
 7 
380,440
333,092

Bank and cash balances
  
202,927
239,526

  
3,001,559
1,760,328

Creditors: amounts falling due within one year
 8 
(19,417,802)
(18,510,969)

Net current liabilities
  
 
 
(16,416,243)
 
 
(16,750,641)

Total assets less current liabilities
  
(12,855,909)
(10,383,755)

Provisions for liabilities
  

Deferred tax
  
(45,110)
39,250

Net liabilities
  
(12,901,019)
(10,344,505)


Capital and reserves
  

Called up share capital 
  
100
100

Profit and loss account
  
(12,901,119)
(10,344,605)

Total equity
  
(12,901,019)
(10,344,505)


Page 2


 
REGISTERED NUMBER:08124893
TOUCHTUNES UK LTD
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The company has opted not to file the profit and loss account in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 November 2024.




S V Cooke
Director

The notes on pages 4 to 13 form part of these financial statements.

Page 3

 

TOUCHTUNES UK LTD

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

1.


General information

TouchTunes UK Ltd is a private company limited by shares incorporated in England and Wales. The address of its registered office and principal place of business is 4 Greenland Place, London, NW1 0AP.
The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 was, at the end of the year, a wholly-owned subsidiary of The Octave Music Group, Inc. whose registered office address is 850 Third Avenue, 15th Floor, New York, NY 10022. The Octave Music Group prepares consolidated financial statements, in which the company is included, that are equivalent to UK requirements. In accordance with the exempton given in Section 401 of the Companies Act 2006, the company is not required to produce, and has not published, consolidated accounts. 

The following principal accounting policies have been applied:

 
2.2

Going concern

The company has a net deficiecny on its balance sheet of £12,901,019 as at 31 December 2023.
The company is dependent on the support of its parent undertaking to continue as a going concern. The directors have received a letter of support from The Octave Music Group Inc ("Octave") confirming their continued support for a period of at least twelve months from the date the balance sheet is signed.
The directors of Touchtunes Limited have made enquiry into the financial position of Octave in assessing whether Octave has sufficient resources to support Touchtunes Limited, for them to be in a position to prepare the accounts of Touchtunes Limited on a going concern basis. In performing this assessment, the directors have reviewed the financial position of Octave, and of its forecasted performance for the next twelve month, along with its scheduled debt repayments.
Having undertaken this assessment, the directors have determined that Octave has sufficient financial resources to provide the required level of support and have therefore prepared the accounts on a going concern basis. 

Page 4

 

TOUCHTUNES UK LTD

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

2.Accounting policies (continued)

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the company has transferred the significant risks and rewards of ownership to the buyer;
the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.4

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.5

Pensions

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.

  
2.6

Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares are shown in equity as a deduction, net of tax, from the proceeds.

Page 5

 

TOUCHTUNES UK LTD

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

2.Accounting policies (continued)

 
2.7

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 
2.8

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant and machinery
-
20%
Straight line
Motor vehicles
-
20%
Straight line
Fixtures and fittings
-
20%
Straight line
Office equipment
-
33%
Straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.9

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.11

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

Page 6

 

TOUCHTUNES UK LTD

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

2.Accounting policies (continued)

 
2.12

Financial instruments

The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Page 7

 

TOUCHTUNES UK LTD

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

2.Accounting policies (continued)


2.12
Financial instruments (continued)


Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled.

 
2.13

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

 
2.14

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 8

 

TOUCHTUNES UK LTD

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

2.Accounting policies (continued)

 
2.15

Current and deferred taxation

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

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


3.


Employees

The average monthly number of employees, including directors, during the year was 10 (2022 - 4).

Page 9

 

TOUCHTUNES UK LTD

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

4.


Intangible assets




Intellectual property rights

£



Cost


At 1 January 2023
1,204,919



At 31 December 2023

1,204,919



Amortisation


At 1 January 2023
753,074


Charge for the year
120,492



At 31 December 2023

873,566



Net book value



At 31 December 2023
331,353



At 31 December 2022
451,845



Page 10

 

TOUCHTUNES UK LTD

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

5.


Tangible fixed assets





Plant and machinery
Motor vehicles
Fixtures and fittings
Office equipment
Total

£
£
£
£
£



Cost 


At 1 January 2023
238,285
-
-
21,366
259,651


Additions
37,527
19,589
47,781
2,044
106,941



At 31 December 2023

275,812
19,589
47,781
23,410
366,592



Depreciation


At 1 January 2023
206,626
-
-
19,578
226,204


Charge for the year
8,101
3,972
2,757
3,579
18,409



At 31 December 2023

214,727
3,972
2,757
23,157
244,613



Net book value



At 31 December 2023
61,085
15,617
45,024
253
121,979



At 31 December 2022
31,659
-
-
1,788
33,447

Page 11

 

TOUCHTUNES UK LTD

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

6.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
13,731,594



At 31 December 2023

13,731,594



Impairment


At 1 January 2023
7,850,000


Charge for the period
2,774,592



At 31 December 2023

10,624,592



Net book value



At 31 December 2023
3,107,002



At 31 December 2022
5,881,594


7.


Debtors

2023
2022
£
£

Due after more than one year

Other debtors
591,197
75,850

Due within one year

Trade debtors
102,403
276,375

Amounts owed by group undertakings
-
34,217

Other debtors
157,129
51,367

Prepayments and accrued income
121,657
10,383

972,386
448,192


Page 12

 

TOUCHTUNES UK LTD

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

8.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
114,260
38,270

Amounts owed to group undertakings
18,881,573
18,089,293

Other taxation and social security
172,511
24,444

Other creditors
5,701
6,048

Accruals and deferred income
243,757
352,914

19,417,802
18,510,969



9.


Commitments under operating leases

At 31 December 2023 the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
6,455
6,455

Later than 1 year and not later than 5 years
2,690
9,145

9,145
15,600


10.


Parent undertaking

The immediate parent undertaking is TouchTunes Music Corporation, a company incorporated in the United States of America.
The parent undertaking of the smallest group of undertakings for which group financial statements are drawn up is The Octave Music Group, Inc. These financial statements are not publicly available.
The ultimate parent undertaking is New TT Holdco LLC a company incorporated in the United States of America. Group financial statements are not prepared. 


11.


Related party transactions

The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are wholly owned part of the group. 


12.


Auditor's information

The auditor's report on the financial statements for the year ended 31 December 2023 was unqualified.

The audit report was signed on 27 November 2024 by Simon Rothenberg (senior statutory auditor) on behalf of Blick Rothenberg Audit LLP.

 
Page 13