REGISTERED NUMBER: 09329747 (England and Wales) |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD |
GROUP STRATEGIC REPORT, |
REPORT OF THE DIRECTOR AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED |
31 DECEMBER 2023 |
REGISTERED NUMBER: 09329747 (England and Wales) |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD |
GROUP STRATEGIC REPORT, |
REPORT OF THE DIRECTOR AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED |
31 DECEMBER 2023 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Director | 3 |
Report of the Independent Auditors | 4 |
Consolidated Income Statement | 8 |
Consolidated Other Comprehensive Income | 10 |
Consolidated Balance Sheet | 11 |
Company Balance Sheet | 12 |
Consolidated Statement of Changes in Equity | 13 |
Company Statement of Changes in Equity | 14 |
Consolidated Cash Flow Statement | 15 |
Notes to the Consolidated Cash Flow Statement | 16 |
Notes to the Consolidated Financial Statements | 18 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
DIRECTOR: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
And Statutory Auditors |
Ground Floor Cardigan House |
Castle Court |
Swansea Enterprise Park |
Swansea |
SA7 9LA |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The director presents his strategic report of the company and the group for the year ended 31 December 2023. |
REVIEW OF BUSINESS |
The principal activities of the companies within the Group is the recycling of valuable aluminium waste materials for sale to the aluminium (wrought and casting alloy) industries within the UK, mainland Europe and Norway. |
After the divestment of operating subsidiaries in 2023, the group carries out no operational activities. Loss for the financial year 2023 amounted to £2,269k and net assets amounted to £11,311k. |
PRINCIPAL RISKS AND UNCERTAINTIES |
After the divestment of operating subsidiaries in 2023, the group carries out no operational activities, therefore it is not exposed to risks and uncertainties. |
STRATEGY AND FUTURE OUTLOOK |
The company will be liquidated during 2025. |
ON BEHALF OF THE BOARD: |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
REPORT OF THE DIRECTOR |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The director presents his report with the financial statements of the company and the group for the year ended 31 December 2023. |
DIVIDENDS |
No dividends will be distributed for the year ended 31 December 2023. |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTOR |
STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group 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 director is 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 he 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. |
AUDITORS |
The auditors, Bevan Buckland LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD |
Disclaimer of Opinion |
We have audited the financial statements of Speira Recycling Services UK Holdco Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Income Statement, Consolidated Other 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). |
We were engaged to have audited the standalone and Group financial statements of Speira Recycling Services Holdco Ltd (the ‘company’) for the year ended 31/12/2023 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income Statement, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity, the Consolidated Cashflow Statement and notes to the financial statements, including a summary of significant accounting policies. |
The financial reporting framework that has been applied in their preparation is applicable law and United |
Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting |
Practice).. |
We do not express an opinion on the accompanying financial statements of the company. |
Because of the significance of the matter described in the basis for disclaimer of opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements. |
Basis of Disclaimer of Opinion |
We were not appointed as auditors of the company until after 31 December 2023 and thus did not have access to the information related to the subsidiaries disposed of during the financial year. |
As a result of the disposal of the trading subsidiaries (comprising Swan Alloy (UK) Ltd, Speira Recycling Services Norway Holding AS and Speira Recycling Services Norway AS), the Directors have been unable to obtain full and accurate information for the trading activity and balance sheet for the disposed of entities up to the date of disposal. |
Therefore, we have not been able to undertake audit work as required to satisfy our opinion on the figures relating to the trading subsidiaries included in these consolidated financial statements. |
As a result of these matters, we were unable to determine whether any adjustments might have been found necessary in respect of recorded or unrecorded income and expenditure, the calculation of the gains/losses on disposal and the elements making up the statement of comprehensive income, statement of changes in equity and statement of cash flows. |
Material uncertainty relating to going concern |
We draw attention to Note 2 of the financial statements which explains that the directors have transferred its investments outside of the group, other than Speira Recycling Services UK Acquireco Limited which is a company prepared on a basis other than going concern, and therefore do not consider it appropriate to adapt the going concern basis of accounting in preparing the financial statements. Accordingly, the financial statements have been prepared on a basis other than going concern as described in Note 2. Our opinion is not modified in respect of this matter. |
Other information |
The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD |
Opinions on other matters prescribed by the Companies Act 2006 |
Because of the significance of the matter described in the basis for disclaimer of opinion section of our report, we have been unable to form an opinion, whether based on the work undertaken in the course of the audit: |
- the information given in the Group Strategic Report and the Report of the Director 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 Director have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception |
Notwithstanding our disclaimer of an opinion on the financial statements, in the light of the knowledge and understanding of the company and its environment obtained in the course of the audit performed subject to the pervasive limitation described above, we have not identified material misstatements in the [strategic report or the] directors’ report. |
Arising from the limitation of our work referred to above: |
- we have not obtained all the information and explanations that we considered necessary |
for the purpose of our audit; and |
- we were unable to determine whether adequate accounting records have been kept. |
We have nothing to report in respect of the following matters in relation to which the Companies |
Act 2006 requires us to report to you if, in our opinion: |
- returns adequate for our audit have not been received from trading subsidiaries or branches not visited by us; or |
- the 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 |
- the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies’ exemptions in preparing the directors’ report and from the requirement to prepare a strategic report. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of director's remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of director |
As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is 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 director either intends to liquidate the group or the parent company or to cease operations, or has no realistic alternative but to do so. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD |
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. Extent to which the audit was considered capable of detecting irregularities, including fraud |
We identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, and then, design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. |
We discussed our audit independence complying with the Revised Ethical Standard 2019 with the engagement team members whilst planning the audit and continually monitored our independence throughout the process. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Extent to which the audit was considered capable of detecting irregularities, including fraud |
We identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, and then, design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. |
We discussed our audit independence complying with the Revised Ethical Standard 2019 with the engagement team members whilst planning the audit and continually monitored our independence throughout the process. |
Identifying and assessing potential risks related to irregularities. |
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following: |
- | enquiring of management, including obtaining and reviewing supporting documentation, concerning the Company's policies and procedures relating to: |
- | identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance; |
- | detecting and responding to the risks of fraud and whether they have knowledge of any actual. suspected or alleged fraud; |
- | the internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations; |
- | discussing among the engagement team how and where fraud might occur in the Financial Statements and any potential indicators of fraud. As part of this discussion, we identified potential for fraud in the following areas; |
- | Assumptions used for valuing work in progress at the year end, and; |
- | Potential for deferring income already earned at the year end. |
- | obtaining an understanding of the legal and regulatory frameworks that the Company operates in, focusing on those laws and regulations that had a direct effect on the Financial Statements or that had a fundamental effect on the operations of the Company, The key laws and regulations we considered in this context included the UK Companies Act and relevant tax legislation. |
Audit response to risks identified |
In addition to the above, our procedures to respond to risks identified included the following: |
- | reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with relevant laws and regulations; |
- | enquiring of management concerning actual and potential litigation and claims; performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; |
- | reading minutes of meetings of those charged with governance and reviewing correspondence with HMRC; and |
- | in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; |
- | assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and |
- | evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. |
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. |
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 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD |
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 |
And Statutory Auditors |
Ground Floor Cardigan House |
Castle Court |
Swansea Enterprise Park |
Swansea |
SA7 9LA |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
CONSOLIDATED |
INCOME STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2023 | 2023 | 2023 |
Continuing | Discontinued | Total |
Notes | £'000 | £'000 | £'000 |
TURNOVER | 3 | - | 19,320 | 19,320 |
Cost of sales | - | (16,155 | ) | (16,155 | ) |
GROSS PROFIT | - | 3,165 | 3,165 |
Distribution costs | - | (369 | ) | (369 | ) |
Administrative expenses | - | (5,365 | ) | (5,365 | ) |
OPERATING LOSS | 5 | - | (2,569 | ) | (2,569 | ) |
Interest receivable and similar income | - | 499 | 499 |
Interest payable and similar expenses | 6 | - | (94 | ) | (94 | ) |
LOSS BEFORE TAXATION | - | (2,164 | ) | (2,164 | ) |
Tax on loss | 7 | - | (105 | ) | (105 | ) |
LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
Loss attributable to: |
Owners of the parent | (2,269 | ) |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
CONSOLIDATED |
INCOME STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2022 | 2022 | 2022 |
Continuing | Discontinued | Total |
Notes | £'000 | £'000 | £'000 |
TURNOVER | 3 | 76,441 | - | 76,441 |
Cost of sales | (61,799 | ) | - | (61,799 | ) |
GROSS PROFIT | 14,642 | - | 14,642 |
Distribution costs | (1,165 | ) | - | (1,165 | ) |
Administrative expenses | (7,233 | ) | - | (7,233 | ) |
OPERATING PROFIT | 5 | 6,244 | - | 6,244 |
Interest receivable and similar income | 415 | - | 415 |
Interest payable and similar expenses | 6 | (1,054 | ) | - | (1,054 | ) |
PROFIT BEFORE TAXATION | 5,605 | - | 5,605 |
Tax on profit | 7 | (1,227 | ) | - | (1,227 | ) |
PROFIT FOR THE FINANCIAL YEAR |
Profit attributable to: |
Owners of the parent | 4,378 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
CONSOLIDATED |
OTHER COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2023 | 2022 |
Notes | £'000 | £'000 |
(LOSS)/PROFIT FOR THE YEAR | (2,269 | ) | 4,378 |
OTHER COMPREHENSIVE INCOME |
Currency Translation | (132 | ) | 358 |
Disposal of subsidiary | (597 | ) | - |
Income tax relating to components of other comprehensive income |
- |
- |
OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
(729 |
) |
358 |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
(2,998 |
) |
4,736 |
Total comprehensive income attributable to: |
Owners of the parent | (2,998 | ) | 4,736 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
CONSOLIDATED BALANCE SHEET |
31 DECEMBER 2023 |
2023 | 2022 |
Notes | £'000 | £'000 | £'000 | £'000 |
FIXED ASSETS |
Tangible assets | 9 | - | 10,506 |
Investments | 10 | - | - |
- | 10,506 |
CURRENT ASSETS |
Stocks | 11 | - | 2,851 |
Debtors | 12 | 11,304 | 9,979 |
Cash at bank | 35 | 13,564 |
11,339 | 26,394 |
CREDITORS |
Amounts falling due within one year | 13 | 28 | 21,752 |
NET CURRENT ASSETS | 11,311 | 4,642 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
11,311 |
15,148 |
CREDITORS |
Amounts falling due after more than one year |
14 |
- |
(217 |
) |
PROVISIONS FOR LIABILITIES | 16 | - | (622 | ) |
NET ASSETS | 11,311 | 14,309 |
CAPITAL AND RESERVES |
Called up share capital | 17 | 1 | 1 |
Share premium | 18 | 20,512 | 20,512 |
Other reserves | 18 | - | 729 |
Retained earnings | 18 | (9,202 | ) | (6,933 | ) |
SHAREHOLDERS' FUNDS | 11,311 | 14,309 |
The financial statements were approved by the director and authorised for issue on 27 January 2025 and were signed by: |
D W Winsper - Director |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
COMPANY BALANCE SHEET |
31 DECEMBER 2023 |
2023 | 2022 |
Notes | £'000 | £'000 | £'000 | £'000 |
FIXED ASSETS |
Tangible assets | 9 |
Investments | 10 |
CURRENT ASSETS |
Debtors | 12 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 13 |
NET CURRENT ASSETS/(LIABILITIES) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 17 |
Share premium |
Retained earnings | ( |
) |
SHAREHOLDERS' FUNDS |
Company's (loss)/profit for the financial year | (14,041 | ) | 5,688 |
The financial statements were approved by the director and authorised for issue on |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up |
share | Retained | Share | Other | Total |
capital | earnings | premium | reserves | equity |
£'000 | £'000 | £'000 | £'000 | £'000 |
Balance at 1 January 2022 | 1 | (11,311 | ) | 20,512 | 371 | 9,573 |
Changes in equity |
Total comprehensive income | - | 4,378 | - | 358 | 4,736 |
Balance at 31 December 2022 | 1 | (6,933 | ) | 20,512 | 729 | 14,309 |
Changes in equity |
Total comprehensive income | - | (2,269 | ) | - | (729 | ) | (2,998 | ) |
Balance at 31 December 2023 | 1 | (9,202 | ) | 20,512 | - | 11,311 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£'000 | £'000 | £'000 | £'000 |
Balance at 1 January 2022 | ( |
) |
Changes in equity |
Total comprehensive income | - | - |
Balance at 31 December 2022 |
Changes in equity |
Total comprehensive income | - | ( |
) | - | ( |
) |
Balance at 31 December 2023 | ( |
) |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2023 | 2022 |
Notes | £'000 | £'000 |
Cash flows from operating activities |
Cash generated from operations | 1 | (13,131 | ) | 6,848 |
Interest paid | (94 | ) | (1,054 | ) |
Unrealised foreign exchange loss/ (gain) | - | 274 |
Tax paid | (105 | ) | (940 | ) |
Net cash from operating activities | (13,330 | ) | 5,128 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (336 | ) | (1,783 | ) |
Sale of tangible fixed assets | - | 15 |
Proceeds from disposal of Swan Alloy | 6,312 | - |
Proceeds from disposal of Norwegian subs | 4,682 | - |
Cash transfer on disposal of Swan Alloy | (8,818 | ) | - |
Cash transfer on disposal of Norway | (2,286 | ) | - |
Forex movement on Norway subs | (252 | ) | - |
Interest received | 499 | 386 |
Net cash from investing activities | (199 | ) | (1,382 | ) |
Cash flows from financing activities |
Loan repayments, included in | - | (265 | ) |
Interest element, included in disposal | - | (25 | ) |
Net cash from financing activities | - | (290 | ) |
(Decrease)/increase in cash and cash equivalents | (13,529 | ) | 3,456 |
Cash and cash equivalents at beginning of year |
2 |
13,564 |
10,108 |
Cash and cash equivalents at end of year | 2 | 35 | 13,564 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2023 | 2022 |
£'000 | £'000 |
(Loss)/profit before taxation | (2,164 | ) | 5,605 |
Depreciation charges | 218 | 1,758 |
Profit on disposal of fixed assets | - | (12 | ) |
Gain/Loss on sale of Swan Alloy | 12,312 | - |
Gain/Loss on sale of Norway subs | (2,893 | ) | - |
Provision movement | (622 | ) | - |
Finance costs | 94 | 1,054 |
Finance income | (499 | ) | (415 | ) |
6,446 | 7,990 |
(Increase)/decrease in stocks | (1,673 | ) | 68 |
Increase in trade and other debtors | (20,040 | ) | (169 | ) |
Increase/(decrease) in trade and other creditors | 2,136 | (1,041 | ) |
Cash generated from operations | (13,131 | ) | 6,848 |
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 31 December 2023 |
31.12.23 | 1.1.23 |
£'000 | £'000 |
Cash and cash equivalents | 35 | 13,564 |
Year ended 31 December 2022 |
31.12.22 | 1.1.22 |
£'000 | £'000 |
Cash and cash equivalents | 13,564 | 10,108 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1.1.23 | Cash flow | At 31.12.23 |
£'000 | £'000 | £'000 |
Net cash |
Cash at bank | 13,564 | (13,529 | ) | 35 |
13,564 | (13,529 | ) | 35 |
Debt |
Finance leases | (465 | ) | 465 | - |
(465 | ) | 465 | - |
Total | 13,099 | (13,064 | ) | 35 |
4. | DISPOSAL OF BUSINESS |
During the year the Group disposed of Swan Alloy (UK) Ltd for proceeds of £6,3m. The assets and liabilities transferred out of the Group as part of this disposal have been included within the gain/loss on this disposal. Cash of £8.8m was transferred out of the Group as part of this disposal. |
During the year the Group disposed of 2 Norwegian indirect subsidiaries (Speira Recycling Services Norway Holding AS and Speira Recycling Services Norway AS). The proceeds for these companies was £4.6m. The assets and liabilities transferred out of the Group as part of this disposal have been included within the gain/loss on this disposal. Cash of £2.3m was transferred out of the Group as part of this disposal. |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
5. | OTHER CASHFLOW NOTES |
Swan Alloy (UK) Ltd and the Norwegian subsidiaries were disposed of during the financial year, as a result of this disposal the full financial information is not available to the Directors of the current Group. The Directors have taken the view to estimate the cashflow statement using the limited information available, they are satisfied that the opening and closing cash balances are accurate, however the actual breakdown of the cash movements in the year may differ from the figures used in this cashflow statement. |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | STATUTORY INFORMATION |
Speira Recycling Services UK Holdco Ltd is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The group financial statements consolidate the financial statements of Speira Recycling Services UK Holdco Limited (formerly Real Alloy UK Holdco Ltd.) and all its subsidiary undertakings for the year ended 31 December 2023. |
Consolidation Basis |
The consolidated figures for the Group comprise the results of the Group companies listed below for the full year or otherwise up until disposal of the Group entity. |
The Entities comprising the consolidated accounts are as follows: |
- Speira Recycling Services UK Holdco Limited - fully consolidated |
- Speira Recycling Services UK Acquireco Limited - fully consolidated |
- Swan Alloy (UK) Ltd - Consolidated up to point of disposal (11/04/2023) |
- Speira Recycling Services Norway Holding AS - Consolidated up to point of disposal (31/03/2023) |
- Speira Recycling Services Norway AS - Consolidated up to point of disposal (31/03/2023) |
Upon disposal of the 3 entities noted above, the full and complete financial information has not been available to the Directors of the Group. In the absence of complete and accurate information, the Directors have taken the view to consolidate the figures for the trade and assets up to disposal of these entities, using the information limited available. |
As a result, the Directors acknowledge that the actual results for Turnover, Expenditure, Gain/Loss on sales of Investments, additions and disposals of assets and cashflow statement notes may differ from those reported in this consolidated set of accounts. |
The Directors are satisfied that the Balance Sheet figures as at 31/12/2023 and 31/12/2022 are materially accurate, however the movement reported within the year may not be accurate as a result of the limited information available on the results of the subsidiaries up to dates of disposal. |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Going concern |
The company is an intermediate holding company. On 31 March 2023, Real Alloy announced the completion of the sale of European aluminium and magnesium recycling operations to Speira. Speira Recycling Services UK Holdco Ltd (formerly Real Alloy UK Holdco Ltd) has been transferred to Speira Bidco I GmbH, Germany. |
At 31 December 2022, Speira Recycling Services UK Holdco Ltd held 2 direct investments: |
1. Speira Recycling Services UK Acquireco Ltd |
On 31st March 2023, Speira Recycling Services UK Acquireco Ltd. (formerly Real Alloy UK Acquireco Ltd.), which is a subsidiary based in the United Kingdom, transferred its investments, Speira Recycling Services Norway Holding AS, Norway (formerly Real Alloy Holding AS) and Speira Recycling Services Norway AS, Norway (formerly Real Alloy Norway AS) to Speira Bidco II AS, Norway for purchase price of £15,123,317. |
2. Swan Alloy UK Ltd |
On 14th April 2023, the investment in the UK operating entity Swan Alloy UK Ltd (formerly Real Alloy UK Ltd) was sold to Aurea SA (France). |
No investments in trading entities remain. Speira Recycling Services UK Holdco Ltd has retained its investment within Speira Recycling Services UK Acquireco Ltd, however this company no longer holds investments and is also prepared on a basis other than going concern. Speira Recycling Services UK Holdco Ltd will therefore remain in existence, albeit as a non-trading entity. |
The Group as at 31/12/2023 comprises only Speira Recycling Services UK Holdco Limited and Speira Recycling Services UK Acquireco Ltd, neither of which are a trading company. The expectation of the Directors is that this Group will be dissolved in the next 18-24 months, once all loans provided to foreign Group companies are collected. |
The directors do not expect the company to continue as a going concern; hence the financial statements are prepared on a basis other than going concern in line with the requirements of FRS102. In accordance with FRS 102, these financial statements are prepared on a basis other than going concern to reflect the fact that trading has ceased. In adopting a basis other than going concern, the following policies were implemented; |
All current assets have been disclosed at values at which they are expected to be realised. |
All liabilities reflect the full amount at which they are expected to materialise. |
The Group as at 31/12/2023 comprises only Speira Recycling Services UK Holdco Limited and Speira Recycling Services UK Acquireco Ltd, neither of which are a trading company. The expectation of the Directors is that this Group will be dissolved in the next 18-24 months, once all loans provided to foreign Group companies are collected. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
During the year, balances owed to the Group from the wider European Group totalling £5m were forgiven and written off to the P&L account. This balance write off is included in Administration expenses on the Consolidated Income Statement. |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
Turnover |
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Turnover 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 |
Turnover from the sale of goods is recognised when all of the following conditions are satisfied: |
- the Group has transferred the significant risks and rewards of ownership to the buyer. |
- the Group 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 Group will receive the consideration due under the transaction. |
- the costs incurred or to be incurred in respect of the transaction can be measured reliably. |
Tangible fixed assets |
Tangible fixed assets Tangible fixed assets are stated at cost less depreciation. Depreciation is provided at rates calculated to write off the cost of fixed assets, less their estimated residual value over their expected useful lives at the following rates: |
Short leasehold buildings - 2.5% straight line or over the lease term |
Plant and equipment - 5-20% straight line |
Buildings and sites - 5% straight line |
No depreciation is charged on assets under construction. |
The carrying values of tangible fixed assets are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable. |
Stocks |
Stocks are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow moving stocks. Cost includes all direct costs incurred in bringing each product to its present location and condition, as follows: |
Finished goods - cost of direct materials and labour plus attributable overheads based on a normal level of activity. |
Raw materials - cost of direct materials |
Net realisable value is based on estimated selling price less any further costs expected to be incurred to completion and disposal. |
Capitalised interest |
Interest costs are capitalised as part of the historic cost of furnace construction. |
Taxation |
The tax expense represents the sum of the current tax expense and deferred tax expense. Current tax assets are recognised when tax paid exceeds the tax payable. Current and deferred tax is charged or credited to profit or loss, except when it relates to items charged or credited to other comprehensive income or equity, when the tax follows the transaction or event it relates to and is also charged or credited to other comprehensive income, or equity. |
Current tax is based on taxable profit for the year. Taxable profit differs from total comprehensive income because it excludes items of income or expense that are not taxable or deductible, or that are taxable or deductible in other periods. Current tax assets and liabilities are measured using tax rates that have been enacted or substantively enacted by the reporting period. |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of comprehensive income date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the statement of comprehensive income date. Timing differences are differences between the Company's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements. |
Deferred tax is measured at the average tax rates that are expected to apply in the periods in which timing differences are expected to reverse, based on tax rates and laws that have been enacted or substantively enacted by the statement of comprehensive income date. Deferred tax assets are recognised only to the extent that it is probable that they will be recovered by the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured on a non-discounted basis. |
Current tax assets and current tax liabilities and deferred tax assets and deferred tax liabilities are offset, if and only if, there is a legally enforceable right to set off the amounts and the entity intends either to settle on the net basis or to realise the asset and settle the liability simultaneously. |
Foreign currencies |
Company |
Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. |
Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the balance sheet date. All differences are taken to the income statement. |
Group |
Each entity in the group determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. |
The assets and liabilities of overseas subsidiary undertakings are translated into the presentational currency at the rate of exchange ruling at the balance sheet date. Income and expenses for each statement of comprehensive income are translated at exchange rates at the dates of transaction. All resulting exchange differences are recognised in the other comprehensive income, in retained earnings. |
Hire purchase and leasing commitments |
Operating leases |
Rentals payable under operating leases are charged to the profit and loss account net of lease incentives on a straight line basis over the lease term. |
Finance Lease |
Assets held under finance leases, which are leases where substantially all the risks and rewards of ownership of the asset have passed to the company, and hire purchase contracts are capitalised in the balance sheet and are depreciated over the shorter of the lease term and the asset's useful lives. A corresponding liability is recognised for the lower of the fair value of the leased asset and the present value of the minimum lease payments in the balance sheet. Lease payments are apportioned between the reduction of the lease liability and finance charges in the income statement so as to achieve a constant rate of interest on the remaining balance of the liability. |
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. |
3. | TURNOVER |
The turnover and loss (2022 - profit) before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by class of business is given below: |
2023 | 2022 |
£'000 | £'000 |
Disposal | 1,888 | 7,470 |
Recycling | 17,432 | 68,971 |
19,320 | 76,441 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
3. | TURNOVER - continued |
An analysis of turnover by geographical market is given below: |
2023 | 2022 |
£'000 | £'000 |
United Kingdom | 7,591 | 30,034 |
Europe | 9,786 | 38,719 |
Norway | 1,943 | 7,688 |
19,320 | 76,441 |
Turnover represents the amounts derived from the provision of goods and services stated net of value added tax. |
The group operates in two principal areas of activity, that of recycling of valuable aluminium waste materials for sale to the aluminium (wrought and casting alloy) industries within the UK, mainland Europe and Norway and the disposal/processing of salt cake. |
The turnover noted below is principally made up on turnover from the trading subsidiaries that were disposed of by the Group during the financial year. As a result, the turnover noted below would all be considered turnover from discontinued operations. |
Due to the lack of full and complete information from the trading subsidiaries, the turnover below has been estimated in line with expectations and the prior year split. |
4. | EMPLOYEES AND DIRECTORS |
2023 | 2022 |
£'000 | £'000 |
Wages and salaries | 1,530 | 6,028 |
Social security costs | 123 | 827 |
Other pension costs | 63 | 435 |
1,716 | 7,290 |
The average number of employees during the year was as follows: |
2023 | 2022 |
Production | 37 | 82 |
Administration | 8 | 11 |
Maintenance | 10 | 20 |
Norway (Jan to Mar-23 only) | 66 | - |
Employee numbers are estimated based on available information, all employees were transferred to the new ownership of the subsidiary companies on disposal of those companies from the Group. |
The directors of the Group were also directors of other companies in group. The directors' services to the group and the company do not occupy a significant amount of time. As such, the director do not consider that they have received any remuneration for their incidental services to the Group for the years ended 31 December 2023 and 31 December 2022. The costs of the directors' remuneration is reflected in the financial statement of other group companies. |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
5. | OPERATING (LOSS)/PROFIT |
The operating loss (2022 - operating profit) is stated after charging/(crediting): |
2023 | 2022 |
£'000 | £'000 |
Hire of plant and machinery | 229 | 914 |
Other operating leases | 92 | 369 |
Depreciation - owned assets | 218 | 1,758 |
Loss/(profit) on disposal of fixed assets | 9,417 | (12 | ) |
Auditors' remuneration | 14 | 70 |
Foreign exchange differences | 124 | 618 |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2023 | 2022 |
£'000 | £'000 |
Bank interest | 94 | - |
Interest payable | - | 1,054 |
94 | 1,054 |
2023 | 2022 |
£ | £ |
Interest payable to group companies | (94 | ) | (815 | ) |
Bank Interest | - | 48 |
Interest payable on finance leases | - | (25 | ) |
Other financial expenses | - | (262 | ) |
(94 | ) | (1,054 | ) |
7. | TAXATION |
Analysis of the tax charge |
The tax charge on the loss for the year was as follows: |
2023 | 2022 |
£'000 | £'000 |
Current tax: |
UK corporation tax | 105 | 1,227 |
Tax on (loss)/profit | 105 | 1,227 |
Reconciliation of total tax charge 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: |
2023 | 2022 |
£'000 | £'000 |
(Loss)/profit before tax | (2,164 | ) | 5,605 |
(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 25 % (2022 - 19 %) |
(541 |
) |
1,065 |
Effects of: |
Expenses not deductible for tax purposes | (190 | ) | 184 |
Income not taxable for tax purposes | (179 | ) | - |
Adjustments to tax charge in respect of previous periods | 81 | (56 | ) |
Effect of changes in tax rate | - | 34 |
Consolidation adjustments | (2,355 | ) | - |
Losses on disposals deemed not recoverable | 3,581 | - |
Tax charge transferred as part of disposal | (292 | ) | - |
Total tax charge | 105 | 1,227 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
7. | TAXATION - continued |
Tax effects relating to effects of other comprehensive income |
2023 |
Gross | Tax | Net |
£'000 | £'000 | £'000 |
Currency Translation | (132 | ) | - | (132 | ) |
Disposal of subsidiary | (597 | ) | - | (597 | ) |
(729 | ) | - | (729 | ) |
2022 |
Gross | Tax | Net |
£'000 | £'000 | £'000 |
Currency Translation Differences | 358 | - | 358 |
8. | INDIVIDUAL INCOME STATEMENT |
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. |
9. | TANGIBLE FIXED ASSETS |
Group |
Improvements |
Freehold | Short | to | Plant and |
property | leasehold | property | Machinery | Totals |
£'000 | £'000 | £'000 | £'000 | £'000 |
COST |
At 1 January 2023 | 4,991 | 4,347 | 436 | 22,017 | 31,791 |
Additions | - | - | - | 336 | 336 |
Disposals | (4,991 | ) | (4,347 | ) | (436 | ) | (21,956 | ) | (31,730 | ) |
Exchange differences | - | - | - | (397 | ) | (397 | ) |
At 31 December 2023 | - | - | - | - | - |
DEPRECIATION |
At 1 January 2023 | 2,576 | 2,787 | - | 15,922 | 21,285 |
Charge for year | - | - | - | 218 | 218 |
Eliminated on disposal | (2,576 | ) | (2,787 | ) | - | (16,140 | ) | (21,503 | ) |
At 31 December 2023 | - | - | - | - | - |
NET BOOK VALUE |
At 31 December 2023 | - | - | - | - | - |
At 31 December 2022 | 2,415 | 1,560 | 436 | 6,095 | 10,506 |
Included in the amounts for plant and machinery above are amounts relating to leased assets of net book value £nil (2022: £509,809). |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
10. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£'000 |
COST |
At 1 January 2023 |
Disposals | ( |
) |
Impairments | ( |
) |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiary |
Speira Recycling Services UK Acquireco |
Registered office: Westfield Industrial Park, Swansea SA5 4SF |
Nature of business: Recycling of Alloy Metal |
% |
Class of shares: | holding |
Ordinary | 100.00 |
2023 | 2022 |
£'000 | £'000 |
Aggregate capital and reserves | 5,052 | 17,552 |
Loss for the year | (12,500 | ) | (4 | ) |
During the year, the investment in Speira Recycling Services UK Acquireco Ltd was assessed for impairment as a result of the disposals of its trading subsidiaries in Norway. The decision was made by the directors to impair the investment value held by Speira Recycling Services UK Holdco Ltd in Speira Recycling Services UK Acquireco Ltd down to £4,.9m. |
11. | STOCKS |
Group |
2023 | 2022 |
£'000 | £'000 |
Stocks | - | 2,851 |
All stock was transferred out of the Group as part of the disposal of Swan Alloy and the Norwegian subsidiaries. No stock is held by the current Group companies. |
12. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£'000 | £'000 | £'000 | £'000 |
Trade debtors | 495 | 6,596 |
Amounts owed by group undertakings | 10,809 | 865 |
Amounts owed by associates | - | - |
Other debtors | - | 2,322 |
Prepayments and accrued income | - | 196 |
11,304 | 9,979 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
12. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR - continued |
There are no fixed repayment terms associated with the amount owed by group undertakings, and the directors consider that most of this balance will be recovered in more than one year. These amounts are repayable on demand. |
13. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£'000 | £'000 | £'000 | £'000 |
Hire purchase contracts (see note 15) | - | 248 |
Trade creditors | - | 9,454 |
Amounts owed to group undertakings | - | 7,440 |
Tax | - | 146 |
Other creditors | 27 | 686 |
Other Current Debt | - | 2,999 | - | - |
Accrued expenses | 1 | 779 |
28 | 21,752 |
There are no fixed repayment terms associated with the amount owed by group undertakings, and the directors consider that most of this balance will be paid within in one year. These amounts are repayable on demand. |
In the 31 December 2022 figures, included in the amounts for Other current debt is £2,224,000 which is a liability for freight and external processing of salt slag. This liability is required by the Norwegian Environmental Agency. This was transferred out of the Group as part of the disposal of the Norwegian subsidiaries during the year. |
14. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group |
2023 | 2022 |
£'000 | £'000 |
Hire purchase contracts (see note 15) | - | 217 |
15. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire purchase contracts |
2023 | 2022 |
£'000 | £'000 |
Net obligations repayable: |
Within one year | - | 248 |
Between one and five years | - | 217 |
- | 465 |
All operating and Hire Purchase lease agreements were transferred as part of the disposals of Swan Alloy UK Ltd, Speira Recycling Services Norway AS and Speira Recycling Services Norway Holding AS. |
16. | PROVISIONS FOR LIABILITIES |
Group |
2023 | 2022 |
£'000 | £'000 |
Deferred tax | - | 622 |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
16. | PROVISIONS FOR LIABILITIES - continued |
Group |
Deferred |
tax |
£'000 |
Balance at 1 January 2023 | 622 |
Disposal of Subsidiaries | (622 | ) |
Balance at 31 December 2023 | - |
Future and current tax obligations were transferred as part of the disposals of Swan Alloy UK Ltd, Speira Recycling Services Norway AS and Speira Recycling Services Norway Holding AS. There is no deferred tax liability required for the remaining entities in the Group. |
17. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | 1 | 1,000 | 1,000 |
18. | RESERVES |
Share Premium account |
This reserve records the amount above the nominal value received for shares sold, less transaction costs. |
Profit and Loss account |
This reserve holds the profit and loss of the group, after the deduction of any dividends paid in the period. |
Other Reserves - OCI Reserve |
This reserve is used to record increases or decreases in the movement of exchange rates on consolidation of the Group accounts. |
During the year the foreign subsidiaries of the Group (Speira Recycling Services Norway Holding AS and Speira Recycling Services Norway AS) were disposed of. This reserve was cleared as part this transaction. |
19. | PENSION COMMITMENTS |
The Group makes contributions into private portable schemes for its employees in the UK. In Norway the pension plan is a contribution based scheme. Amounts outstanding at year end were £nil (2022 :£nil). |
20. | OTHER FINANCIAL COMMITMENTS |
At 31 December 2023 and 31 December 2022 the group had future commitments under non-cancellable operating leases as set out below: |
2023 | 2022 |
Plant & Machinery |
Land & Building |
Total |
Plant & machinery |
Land & Building |
Total |
£ | £ | £ | £ | £ | £ |
Rental payment due: |
Within one year | - | - | - | 446 | 285 | 731 |
In two to five years | - | - | - | 931 | 1,141 | 2,072 |
- | - | - | 1,377 | 1,426 | 2,803 |
All operating and Hire Purchase lease agreements were transferred as part of the disposals of Swan Alloy UK Ltd, Speira Recycling Services Norway AS and Speira Recycling Services Norway Holding AS. |
SPEIRA RECYCLING SERVICES UK HOLDCO LTD (REGISTERED NUMBER: 09329747) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
21. | DERIVATIVES |
The company's aluminium price risk volatility is managed at Group level. On a monthly basis the Group receive the fair value of the derivative held at the balance sheet date, determined by reference to its market values, is as follows: |
Group | Parent company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Forward contracts | - | 32 | - | 32 |
- | 32 | - | 32 |
22. | POST BALANCE SHEET EVENTS |
Sale of European operations |
On 31 March 2023, Real Alloy announced the completion of the sale of European aluminium and magnesium recycling operations to Speira. Included in the transaction were the seven Real Alloy European facilities that employ approximately 600 people in Germany, Norway, France and the United Kingdom. Included as part of the sale was Speira Recycling Services UK Holdco Ltd (formerly Real Alloy UK Holdco Limited).Speira Recycling Services UK Holdco Ltd has been transferred to Speira Bidco I GmbH, Germany. |
On the same day, 31 March 2023, Speira Recycling Services UK Acquireco Ltd. (formerly Real Alloy UK Acquireco Ltd.), which is a subsidiary based in the United Kingdom, transferred Speira Recycling Services Norway Holding AS, Norway (formerly Real Alloy Holding AS) and Speira Recycling Services Norway AS, Norway (formerly Real Alloy Norway AS) to Speira Bidco II AS, Norway for purchase price of £15,123.317. |
On 14 April 2023, Swan Alloy UK Ltd (formerly Real Alloy UK Ltd) which is a subsidiary based in the United Kingdom, was sold to Aurea SA, France. Speira Recycling Services UK Holdco Ltd received £8,669.163 in purchase consideration for the transaction. The purchase price was then adjusted based on the final closing statement to an amount of £6,817.133. The difference between final and estimated closing payments was paid to Aurea SA by Speira Bidco I GmbH and was booked as liabilities against Speira Bidco I GmbH from Speira Recycling Services UK Holdco Ltd. perspective. |
On 12th April 2023 the Director recommended and approved an interim dividend in the amount of £8,322,408 from Swan Alloy UK Ltd. (formely Real Alloy UK Ltd.) to its parent company, Speira Recycling Services UK Holdco Ltd. (formerly Real Alloy UK Holdco Ltd.). |
23. | ULTIMATE CONTROLLING PARTY |
On 31 March 2023, Real Alloy announced the completion of the sale of European aluminium and magnesium recycling operations to Speira. This resulted in the ultimate parent undertaking and controlling party to be Speira International B.V (Netherlands). |