Registered number
10435717
Augur Northwest Limited
Filleted Accounts
31 December 2023
Augur Northwest Limited
Registered number: 10435717
Balance Sheet
as at 31 December 2023
Notes 2023 2022
£ £ £ £
Current assets
Debtors due in more than one year 4 17,604,097 18,522,406
Debtors due in less than one year 4 240,502 223,957
Cash at bank and in hand 19,482 329,198
17,864,081 19,075,561
Creditors: amounts falling due within one year 5 (25,093) (13,138)
Net current assets 17,838,988 19,062,423
Total assets less current liabilities 17,838,988 19,062,423
Creditors: amounts falling due after more than one year 6 (22,972,244) (21,739,943)
Net liabilities (5,133,256) (2,677,520)
Capital and reserves
Called up share capital 520,000 520,000
Shareholder loan reserve 2,475,699 3,674,976
Profit and loss account (8,128,955) (6,872,496)
Shareholders' funds (5,133,256) (2,677,520)
The accounts have been prepared and delivered in accordance with the special provisions applicable to companies subject to the small companies' regime.
The profit and loss account has not been delivered to the Registrar of Companies.
Approved by the board on 17 December 2024
A S Mann
Director
The notes on pages 2 to 6 form part of these financial statements.
Augur Northwest Limited
Notes to the Accounts
for the year ended 31 December 2023
1 Accounting policies
Basis of preparation
The accounts have been prepared under the historical cost convention and in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland (as applied to small entities by section 1A of the standard).
These accounts present information about the parent undertaking as an individual undertaking. Statutory consolidated accounts have not been prepared on the basis that the Company is a parent company of a small group and is exempt from the requirement to prepare group accounts.
Going concern
The company has been funded primarily by interest-free loans from its shareholders with an issue and redemption value of circa £25.5 million. Since the year end, the shareholders have agreed to reschedule repayment from 2024 until December 2029 (with the company having an option to delay repayment until December 2034) and to amend the ranking and limits to recourse of such debt. This funding is necessarily accounted for as debt under UK accounting standards. However, as these loans are from shareholders, are subordinated in favour of all other creditors of the company, have limited recourse and are not repayable for up to ten years, the directors do not consider that any future ability of the company to repay these loans to the company’s shareholders has an impact on the going concern status of the company for the purpose of preparing these financial statements. The directors have prepared cashflows for the period ending 31 December 2025 and believe it is reasonable to consider that the company will be able to meet its debts as and when they fall due during this period. Accordingly, the directors believe it appropriate to prepare the financial statements on a going concern basis.
Interest income
Interest income is recognised using the effective interest rate method.
Investments
Investments in subsidiaries, associates and joint ventures are measured at cost less any accumulated impairment losses. Cost includes the difference between the cash paid and present value of loans to subsidiaries at non-market rates.
Debtors
Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts. The amortised cost of a financial asset at each reporting date is the net of the following amounts:
(a) the amount at which the financial asset is measured at initial recognition;
(b) minus any repayments of the principal;
(c) plus or minus the cumulative amortisation using the effective interest method of any difference between the amount at initial recognition and the expected maturity amount;
(d) minus any reduction (directly or through the use of an allowance account) for impairment or uncollectability.
Where loans are made to subsidiaries at interest rates which are below a market rate, the initial difference between the fair value of the loan and its cost is treated as a cost of investment. Such loans are subsequently measured at amortised cost using the effective interest method.
Creditors
Short term creditors are measured at transaction price (which is usually the invoice price).
Loans and other liabilities
Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method. The shareholder loans are interest-free and therefore have been discounted back to their deemed fair value based on a rate considered to be a market rate by the Board.
Taxation
A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted.
Provisions
Provisions (ie liabilities of uncertain timing or amount) are recognised when there is an obligation at the reporting date as a result of a past event, it is probable that economic benefit will be transferred to settle the obligation and the amount of the obligation can be estimated reliably.
Key accounting estimates and judgements
The Company necessarily makes estimates and assumptions concerning its future. The resulting accounting estimates will, by definition, seldom equal the actual future outcome. The key areas where the Board have used estimates and judgements in preparing these financial statements and therefore the areas where there is a risk that the future actual outcome may vary from the estimates used are as follows:
Carrying value of loan to third parties
The carrying value of loans to third parties are required to be measured at amortised cost using the effective interest rate, less any impairment losses. The recoverability of these loans is significantly dependent on the rental income and capital value of the leasehold property owned by the borrowers against which the loans are secured. The Company estimates the recoverability of these loans based on its knowledge of the relevant leasehold properties and its estimate of the future cash flows that will arise from them. It uses these estimates, discounted to present value, to arrive at the expected recoverable amount of the loan. The effective interest rate used in the year and prior year was 7% per annum.
Key accounting estimates and judgements (continued)
Carrying value of investment in and loans to subsidiary undertaking
The company's principal subsidiary undertaking is a property development company which at 31 December 2023 reported a deficit of £9.93m on its balance sheet. At 31 December 2023, the company was owed a discounted £11.8m by that subsidiary undertaking. In addition, the gross value of its investment in that subsidiary undertaking was £2.93m at 31 December 2023. The value of the investment is primarily comprised of notional interest foregone on the various long-term interest-free inter-company loans, calculated using effective rates between 5.5% and 11.25% per annum. While the company has confidence in the long term prospects for the subsidiary undertaking, given the current economic conditions, at the balance sheet date it has been felt prudent to apply a provision for impairment losses of £9.93m against the loan receivable and of £2.93m against the investment.
Carrying value of loans from shareholders
The carrying value of interest-free loans from shareholders included in other creditors is required to be measured at amortised cost using the effective interest rate. The effective interest rate that has been used in the current and prior year is 5.5% per annum.
2 Employees 2023 2022
Number Number
Average number of persons employed by the company 2 2
3 Investments
Investments in
subsidiary
undertakings
£
Cost
At 1 January 2023 2,665,625
Additions 265,837
At 31 December 2023 2,931,462
Impairment provision
At 1 January 2023 (2,665,625)
Movement in year (265,837)
At 31 December 2023 (2,931,462)
Carrying amount at 31 December 2023 -
Carrying amount at 1 January 2023 -
Additions represent the implied discount on long-term interest-free loans advanced to subsidiary undertakings in the year.
3 Investments (continued)
The company's wholly owned subsidiary undertakings at the end of the financial year were:
Augur Liverpool Limited A private company incorporated in England and Wales
Circus Hotel Trading Limited * A dormant private company incorporated in England and Wales
Circus Holding Company Limited * A dormant private company incorporated in England and Wales
Circus Property Holding Limited * A dormant private company incorporated in England and Wales
* - held indirectly
Augur Liverpool Limited is a property development company. All the subsidiary undertakings have their registered office at Unit 13 Breasy Place, Burroughs Gardens, London NW4 4AT.
The loss, share capital and reserves of Augur Liverpool Limited at the end of the financial year were:
2023 2022
£ £
(Loss) for the year: (3,461,092) (1,367,370)
Share capital and reserves (9,928,601) (6,733,345)
4 Debtors 2023 2022
£ £
Amounts due after more than one year:
Amounts owed by group undertakings and undertakings in which the Company has a participating interest 1,867,501 3,455,948
Third party loans 15,736,596 15,066,458
17,604,097 18,522,406
Amounts due within one year:
Other debtors 240,502 223,957
The amount due from group undertakings is scheduled for repayment in November 2025 but this is under review and is likely to be extended.
5 Creditors: amounts falling due within one year 2023 2022
£ £
Trade creditors - 838
Taxation and social security costs 7,117 4,800
Other creditors 17,976 7,500
25,093 13,138
6 Creditors: amounts falling due after one year 2023 2022
£ £
Other creditors 23,004,306 21,805,029
Unamortised issue costs (32,062) (65,086)
22,972,244 21,739,943
Other creditors falling due after one year are shareholder loans due for payment in two to five years. Since the year end, the shareholders have agreed with the Company to defer the repayment date of their interest-free loans to December 2029 with an option for the company to extend this to 2034.
7 Related party transactions
The Company has taken advantage of the exemption from disclosing transactions with its fully-owned subsidiary undertaking.
8 Other information
Augur Northwest Limited is a private company limited by shares and incorporated in England and Wales. Its registered office is:
Unit 13 Breasy Place
Burroughs Gardens
London
NW4 4AT
The company's principal place of business is at its registered office.
9 Audit
The audit report on the company's full 2023 statutory accounts was unqualified.
The report was signed on: 20 December 2024
The report was signed by: Ian Daniels (Senior Statutory Auditor) for and on behalf of
HaysMac LLP
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