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REGISTERED NUMBER: 13063441 (England and Wales)















AVANTA INTERMARE HOLDINGS LIMITED

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 December 2023






AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)






Contents of the Consolidated Financial Statements
for the year ended 31 December 2023




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 5

Report of the Independent Auditors 6

Consolidated Income Statement 9

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 17


AVANTA INTERMARE HOLDINGS LIMITED

Company Information
for the year ended 31 December 2023







DIRECTORS: F Gheorghe
G Koolen





REGISTERED OFFICE: 3 Park Court
Pyrford Road
West Byfleet
Surrey
KT14 6SD





REGISTERED NUMBER: 13063441 (England and Wales)





AUDITORS: Xeinadin Audit Limited
Chartered Accountants and Statutory Auditors
Nightingale House
46-48 East Street
Epsom
Surrey
KT17 1HQ

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Group Strategic Report
for the year ended 31 December 2023

The directors present their strategic report of the company and the group for the year ended 31 December 2023.

Avanta Intermare Holdings Limited (AIH) was incorporated in December 2020 with the purpose of acquiring a controlling interest in the businesses of the Adecco Group, the leading staffing company, in Croatia, Denmark and Slovakia, as result of Adecco's concentrating its focus on key, large markets, and exiting from smaller markets.

Adecco Group has chosen the shareholders of AIH, Gerard Koolen and Florian Gheorghe, to acquire controlling interests in these businesses, as result of previous satisfactory transactions conducted with companies owned by the above-mentioned individuals, including the full exit of the Adecco Group from its businesses in certain markets of Eastern Europe (2016) and Africa (2019).

Under the agreement for the sale of controlling interest in Adecco's Croatia, Denmark and Slovakia businesses, Adecco Group retained a one third shareholding, and oversaw the management of the businesses through participation in an Oversight Committee.

The acquisition was conducted at a nominal base consideration, plus a deferred payment for net assets where applicable. The businesses retained the right to use Adecco brand and pay Adecco Group royalties for brand use.

The acquisition was completed in June 2021, in the early stages of the Covid-19 pandemic, which impacted on the businesses' ability to interact directly with clients, candidates, and colleagues, and with limits to business travel, domestic and international. The companies acquired by AIH were in various markets of the EU (Nordics, for Denmark, Central Europe for Slovakia, and Western Balkans for Croatia), each with different business dynamics.

During 2023, Croatia continued to generate a profit (€43.4k on turnover of €18.29m), while Slovakia made a small loss (€55k on €19.21m turnover), due to a long-term regional contract that turned negatively impactful. Denmark generated a significantly higher loss, €947k on turnover of €51.68m.

In June 2023, Adecco Group AG sold its remaining 33.3%) stake in the business to AIH. This generated the opportunity to remove royalty costs and restructure the payment of royalty debt over a longer period of time, qualifying it as long-term debt. (less relevant for Croatia and Slovakia, but over €2.5m for Denmark).

The companies in all three markets successfully rebranded after termination of the Adecco branding, there being no negative impact from this, but enabling a further positioning as a more value-added services provider.

REVIEW OF BUSINESS
The company's business consists of the business of its subsidiaries in three markets, Croatia, Denmark and Slovakia, namely Lugera Croatia and Lugera Outsourcing Croatia, Flair A/S (Denmark), Talent Solutions and its two subsidiaries (Slovakia). The core business is the provision of temporary and permanent staffing services, to international and local companies, across all industries.

The transaction for acquisition of two thirds of the shares of the above-mentioned businesses was finalized in June 2021, and the acquisition of the remaining third share completed in June 2023. Since then, the focus has been on several steps necessary for the stabilization of the business and preservation of results during the transition period.

Over 2023, revenue increased in Croatia operations, while decreasing in Slovakia and Denmark, The Croatia operation was profitable, while Slovakia operations generated a small loss. Losses in Denmark persisted, exacerbated by the larger size of the business organization and infrastructure versus the size of the business, leading to management restructuring.

Both Croatia and Slovakia independently raised working capital debt (€2.6m and €3.5m) from local market subsidiaries of European banks. Denmark operates using its own funds.

The business remains a going concern as improving results, combined with reductions of cost and the ability to raise debt (Croatia, Slovakia) or operate with its own funds (Denmark), shall allow the businesses to continue to operate in the foreseeable future.


AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Group Strategic Report
for the year ended 31 December 2023

PRINCIPAL RISKS AND UNCERTAINTIES
The principal risk in the staffing business is an economic crisis forcing companies to limit or even cease hirings and potentially impacting the performance of the permanent staffing business. In the temporary staffing business, companies may choose to reduce costs by terminating temporary staff and trying to perform with core, full time internal employees.

However, there are mitigating factors to such risks such as, for permanent staffing, employment of candidates though temporary staffing contracts allows flexibility and fast decrease of personnel count in time of downturn. Simultaneously, permanent placement consultants may assist companies in downsizing of personnel by providing outplacement services.

Overall, a global and/or European economic downturn may impact the business of the group companies, as they are a fair reflection of general activity in service industries across the economy.

Increases in the cost of debt (working capital), necessary for funding the temporary staffing business, the largest contributor to revenue this type of businesses (generalist staffing), may impact the results, unless increased interest rate costs can be passed on to clients in full. Currently, funding is conducted at market rates in croatia and Slovakia, and Denmark has no need for external funding.

For generalist staffing businesses, the most important assets are longer term (2-3 years) temporary staffing with large clients. It is essential within two years from transition to prevent the exit of such clients due to the exit of Adecco, the well-known global provider. The AIH shareholders have successful experience (100% rate) on this, with previous acquisitions. However, there is a risk of loss of business due to internalization or restructuring of global operations.

SECTION 172(1) STATEMENT
The directors are committed to acting in good faith for the benefit of AIH, its shareholders, assets in its ownership, employees (both full time and temporary), clients and suppliers and the communities in which they operate, through observing laws and regulations, maintaining high standards of business conduct, and supporting the development of managers and staff.

POST BALANCE SHEET EVENTS AND FUTURE DEVELOPMENTS
In 2024, Croatia performed as expected, with a slightly improved profit.

Slovakia is still slightly negative due to an imbalance between one company generating profit and paying corporate tax (having a more profitable business) and the other being on a slight loss (having a less profitable business). However, we are work towards profitability in both Slovak entities.

In Denmark, the Recruitment division was expecting certain orders which required a significant investment, but which did not materialise in the end. This resulted in a lack of revenue in Recruitment. In the Staffing division, the largest high-margin client started the internalization of the business previously placed with us and Sales were not able to replace it with similarly profitable business, resulting in a loss.

The objective of management is to turn the companies to profit and sustainable growth by increasing gross margin by focussing on higher margins services (permanent staffing, consultancy) and reducing costs. In 2025, Croatia is expected to generate a similar profit to 2024, and Slovakia and Denmark are expected to return to profitability.

Planned future developments include expansion of digitalization and development of permanent placement.

In early 2025, it is planned to transfer the ownership of the group into 100% ownership by Florian Gheorghe, by way of a share-for-share exchange.

ENGAGEMENT WITH EMPLOYEES & DISABLED EMPLOYEES
In each country in which the group operates (Denmark, Slovakia and Croatia), there is a strong focus on fulfilment of all duties required by law or collective agreements with respect to employees, including disabled employees.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS IN A BUSINESS RELATIONSHIP
The directors are committed to full, mutually beneficial engagement with clients, suppliers and all other entities with which AIH has a business relationship. There is a strong focus on serving not only large multinational companies, but also local companies, including SMEs, and to conduct business with small local suppliers, for example IT support and consultancies, including law firms.


AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Group Strategic Report
for the year ended 31 December 2023

GOING CONCERN STATEMENT
The directors consider that the group is a going concern as increases in sales, combined with reductions in cost, are expected to generate sufficient cash to maintain liquidity. Royalty payments due to Adecco Group ceased to be incurred in June 2023 and Adecco Group have agreed to the payment of accrued royalty liabilities of €2.66m in 12 annual instalments starting in June 2024. The subsidiaries have been successful in securing third party debt funding when required and it is expected that invoice discounting facilities will be available to aid liquidity if needed. In the light of the above, the directors consider that the businesses in the group will continue to operate for the foreseeable future.

ON BEHALF OF THE BOARD:





F Gheorghe - Director


31 January 2025

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Report of the Directors
for the year ended 31 December 2023

The directors present their 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.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

F Gheorghe
G Koolen

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have 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 directors must not approve the financial statements unless they are 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 directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are 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 them to ensure that the financial statements comply with the Companies Act 2006. They are 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 directors are 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 each director 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.

ON BEHALF OF THE BOARD:





F Gheorghe - Director


31 January 2025

Report of the Independent Auditors to the Members of
Avanta Intermare Holdings Limited

Opinion
We have audited the financial statements of Avanta Intermare Holdings Limited (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).

In our opinion the financial statements:
-give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 and of the group's loss for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, 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.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors 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 Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
Avanta Intermare Holdings Limited


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

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 directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page five, the directors are 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 directors determine 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 directors are 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 directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Report of the Independent Auditors to the Members of
Avanta Intermare Holdings Limited


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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We design and implement procedures designed to allow us to:

- Identify and assess the risk of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal control.

- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the group's internal control.

- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and the related disclosures made by the directors.

- Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to event or conditions that may cast significant doubt on the group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosure in the financial statements or, if such disclosures are inadequate to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the group to cease to continue as a going concern.

-Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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.

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.




Paul Davies FCA (Senior Statutory Auditor)
for and on behalf of Xeinadin Audit Limited
Chartered Accountants and Statutory Auditors
Nightingale House
46-48 East Street
Epsom
Surrey
KT17 1HQ

31 January 2025

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Consolidated
Income Statement
for the year ended 31 December 2023

2023 2022
Notes €    €   

TURNOVER 3 89,185,392 92,067,275

Cost of sales 74,234,572 78,526,422
GROSS PROFIT 14,950,820 13,540,853

Administrative expenses 15,162,361 15,202,438
(211,541 ) (1,661,585 )

Other operating income 101,979 67,018
OPERATING LOSS 5 (109,562 ) (1,594,567 )

Interest receivable and similar income 48,781 -
(60,781 ) (1,594,567 )

Interest payable and similar expenses 6 543,704 260,419
LOSS BEFORE TAXATION (604,485 ) (1,854,986 )

Tax on loss 7 77,090 73,661
LOSS FOR THE FINANCIAL YEAR (681,575 ) (1,928,647 )
Loss attributable to:
Owners of the parent (392,835 ) (1,288,307 )
Non-controlling interests (288,740 ) (640,340 )
(681,575 ) (1,928,647 )

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Consolidated
Other Comprehensive Income
for the year ended 31 December 2023

2023 2022
Notes €    €   

LOSS FOR THE YEAR (681,575 ) (1,928,647 )


OTHER COMPREHENSIVE INCOME
Movement in other reserve - (17,925 )
Income tax relating to other comprehensive
income

-

-
OTHER COMPREHENSIVE INCOME
FOR THE YEAR, NET OF INCOME TAX

-

(17,925

)
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

(681,575

)

(1,946,572

)

Total comprehensive income attributable to:
Owners of the parent (392,835 ) (1,306,232 )
Non-controlling interests (288,740 ) (640,340 )
(681,575 ) (1,946,572 )

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Consolidated Balance Sheet
31 December 2023

2023 2022
Notes €    €    €    €   
FIXED ASSETS
Intangible assets 9 634,817 845,088
Tangible assets 10 94,290 129,486
Investments 11 - -
729,107 974,574

CURRENT ASSETS
Debtors 12 18,614,819 18,077,274
Cash at bank 1,741,700 1,514,306
20,356,519 19,591,580
CREDITORS
Amounts falling due within one year 13 16,067,124 16,198,967
NET CURRENT ASSETS 4,289,395 3,392,613
TOTAL ASSETS LESS CURRENT
LIABILITIES

5,018,502

4,367,187

CREDITORS
Amounts falling due after more than one
year

14

8,033,015

5,700,125
NET LIABILITIES (3,014,513 ) (1,332,938 )

CAPITAL AND RESERVES
Called up share capital 17 119 119
Other reserves 18 866 866
Retained earnings 18 (3,015,498 ) (918,565 )
SHAREHOLDERS' FUNDS (3,014,513 ) (917,580 )

NON-CONTROLLING INTERESTS - (415,358 )
TOTAL EQUITY (3,014,513 ) (1,332,938 )

The financial statements were approved by the Board of Directors and authorised for issue on 31 January 2025 and were signed on its behalf by:





F Gheorghe - Director


AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Company Balance Sheet
31 December 2023

2023 2022
Notes €    €    €    €   
FIXED ASSETS
Intangible assets 9 - -
Tangible assets 10 - -
Investments 11 1,317,613 529,130
1,317,613 529,130

CURRENT ASSETS
Debtors 12 43,140 62,245
Cash at bank 49,062 32,496
92,202 94,741
CREDITORS
Amounts falling due within one year 13 1,191,678 45,950
NET CURRENT (LIABILITIES)/ASSETS (1,099,476 ) 48,791
TOTAL ASSETS LESS CURRENT
LIABILITIES

218,137

577,921

CREDITORS
Amounts falling due after more than one
year

14

2,927,180

529,124
NET (LIABILITIES)/ASSETS (2,709,043 ) 48,797

CAPITAL AND RESERVES
Called up share capital 17 119 119
Retained earnings 18 (2,709,162 ) 48,678
SHAREHOLDERS' FUNDS (2,709,043 ) 48,797

Company's (loss)/profit for the financial year (2,757,840 ) 41,089

The financial statements were approved by the Board of Directors and authorised for issue on 31 January 2025 and were signed on its behalf by:





F Gheorghe - Director


AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Consolidated Statement of Changes in Equity
for the year ended 31 December 2023

Called up
share Retained Other
capital earnings reserves
€    €    €   
Balance at 1 January 2022 119 369,742 18,791

Changes in equity
Total comprehensive income - (1,288,307 ) (17,925 )
Balance at 31 December 2022 119 (918,565 ) 866

Changes in equity
Total comprehensive income - (392,835 ) -
Acquisition of non-controlling
interest - (1,704,098 ) -
Balance at 31 December 2023 119 (3,015,498 ) 866
Non-controlling Total
Total interests equity
€    €    €   
Balance at 1 January 2022 388,652 224,982 613,634

Changes in equity
Total comprehensive income (1,306,232 ) (640,340 ) (1,946,572 )
Balance at 31 December 2022 (917,580 ) (415,358 ) (1,332,938 )

Changes in equity
Total comprehensive income (392,835 ) (288,740 ) (681,575 )
Acquisition of non-controlling
interest (1,704,098 ) 704,098 (1,000,000 )
Balance at 31 December 2023 (3,014,513 ) - (3,014,513 )

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Company Statement of Changes in Equity
for the year ended 31 December 2023

Called up
share Retained Total
capital earnings equity
€    €    €   
Balance at 1 January 2022 119 7,589 7,708

Changes in equity
Total comprehensive income - 41,089 41,089
Balance at 31 December 2022 119 48,678 48,797

Changes in equity
Total comprehensive income - (2,757,840 ) (2,757,840 )
Balance at 31 December 2023 119 (2,709,162 ) (2,709,043 )

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Consolidated Cash Flow Statement
for the year ended 31 December 2023

2023 2022
Notes €    €   
Cash flows from operating activities
Cash generated from operations 1 1,955,828 1,543,946
Interest paid (543,704 ) (260,419 )
Tax paid (22,247 ) (560,416 )
Net cash from operating activities 1,389,877 723,111

Cash flows from investing activities
Purchase of intangible fixed assets (156,575 ) (250,999 )
Purchase of tangible fixed assets (31,386 ) (99,728 )
Sale of intangible fixed assets - 5,807
Purchase of non-controlling interest (1,000,000 ) -
Interest received 48,781 -
Net cash from investing activities (1,139,180 ) (344,920 )

Cash flows from financing activities
Repayment of other loans (42,909 ) (635,606 )
Net cash from financing activities (42,909 ) (635,606 )

Increase/(decrease) in cash and cash equivalents 207,788 (257,415 )
Cash and cash equivalents at beginning of
year

2

(2,390,062

)

(2,132,647

)

Cash and cash equivalents at end of year 2 (2,182,274 ) (2,390,062 )

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Notes to the Consolidated Cash Flow Statement
for the year ended 31 December 2023

1. RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2023 2022
€    €   
Loss before taxation (604,485 ) (1,854,986 )
Depreciation charges 353,262 370,725
Impairment of goodwill 80,166 -
Finance costs 543,704 260,419
Finance income (48,781 ) -
323,866 (1,223,842 )
(Increase)/decrease in trade and other debtors (548,960 ) 8,915,945
Increase/(decrease) in trade and other creditors 2,180,922 (6,148,157 )
Cash generated from operations 1,955,828 1,543,946

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
€    €   
Cash and cash equivalents 1,741,700 1,514,306
Bank overdrafts (3,923,974 ) (3,904,368 )
(2,182,274 ) (2,390,062 )
Year ended 31 December 2022
31.12.22 1.1.22
€    €   
Cash and cash equivalents 1,514,306 484,842
Bank overdrafts (3,904,368 ) (2,617,489 )
(2,390,062 ) (2,132,647 )


3. ANALYSIS OF CHANGES IN NET DEBT

At 1.1.23 Cash flow At 31.12.23
€    €    €   
Net cash
Cash at bank 1,514,306 227,394 1,741,700
Bank overdrafts (3,904,368 ) (19,606 ) (3,923,974 )
(2,390,062 ) 207,788 (2,182,274 )
Debt
Debts falling due within 1 year (42,909 ) 42,909 -
(42,909 ) 42,909 -
Total (2,432,971 ) 250,697 (2,182,274 )

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Notes to the Consolidated Financial Statements
for the year ended 31 December 2023

1. STATUTORY INFORMATION

Avanta Intermare Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2. ACCOUNTING POLICIES

BASIS OF PREPARING THE FINANCIAL STATEMENTS
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

BASIS OF CONSOLIDATION
The consolidated financial statements incorporate the financial statements of the Company and its subsidiaries. A subsidiary is an entity over which the Group has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights.

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.

TURNOVER
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

GOODWILL
Goodwill, being the amount paid in connection with the acquisition of a business in 2021, is being amortised evenly over its estimated useful life of ten years.

INTANGIBLE ASSETS
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

An impairment loss has been recognised in the Consolidated Income Statement, following an assessment at the Consolidated Balance Sheet date indicating the recoverable amount was less than its carrying value.

Computer software is being amortised evenly over its estimated useful life of 2, 3 or 5 years.

TANGIBLE FIXED ASSETS
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Short leasehold - 1% per annum, straight line
Fixtures and fittings - Straight line over 4 years and Straight line over 5 years
Computer equipment - Straight line over 4 years and Straight line over 3 years

TAXATION
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

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 balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

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.

HIRE PURCHASE AND LEASING COMMITMENTS
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Rentals paid under operating leases are charged to the profit and loss account on a straight line basis over the period of the lease.

PENSION COSTS AND OTHER POST-RETIREMENT BENEFITS
The the companies within the group contribute to defined contribution pension schemes on behalf of their employees. Contributions payable to the schemes are charged to profit or loss in the period to which they relate and unpaid amounts are included in creditors. The assets of the pension schemes are held separately from those of the company.

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 December 2023

2. ACCOUNTING POLICIES - continued

FINANCIAL INSTRUMENTS
i) Financial assets

Basic financial assets, including trade and other receivables, cash and bank balances and investments in commercial paper, are initially recognised at transaction price, unless the arrangement constitutes a financial transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price.

Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party, or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

(ii) Financial Liabilities

Basic financial liabilities, including trade and other payables, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.

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

Derivatives, including interest rate swaps and forward foreign exchange contracts are not basic financial instruments.

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 December 2023

3. TURNOVER

The turnover and loss before taxation are attributable to the one principal activity of the group.

An analysis of turnover by geographical market is given below:

2023 2022
€    €   
Europe 89,185,392 92,067,275
89,185,392 92,067,275

4. EMPLOYEES AND DIRECTORS
2023 2022
€    €   
Wages and salaries 65,555,458 65,020,718
Social security costs 10,312,928 13,984,420
Other pension costs 4,132,356 3,897,587
80,000,742 82,902,725

The average number of employees during the year was as follows:
2023 2022

Directors 2 2
Administrative staff 188 197
Staff for hiring out 1,846 2,353
2,036 2,552

The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2022 - NIL).

2023 2022
€    €   
Directors' remuneration - -

5. OPERATING LOSS

The operating loss is stated after charging:

2023 2022
€    €   
Other operating leases 829,682 419,992
Depreciation - owned assets 66,582 63,116
Goodwill amortisation 37,270 46,794
Computer software amortisation 249,410 260,815
Auditors' remuneration 8,800 7,980
Auditors' remuneration for non audit work 5,320 6,420
Foreign exchange differences 1,117 17,679

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 December 2023

6. INTEREST PAYABLE AND SIMILAR EXPENSES
2023 2022
€    €   
Bank interest 543,704 260,419

7. TAXATION

Analysis of the tax charge
The tax charge on the loss for the year was as follows:
2023 2022
€    €   
Current tax:
UK corporation tax 65,674 90,212

Deferred tax 11,416 (16,551 )
Tax on loss 77,090 73,661

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
€    €   
Loss before tax (604,485 ) (1,854,986 )
Loss multiplied by the standard rate of corporation tax in the UK of 23.520
% (2022 - 19 %)

(142,175

)

(352,447

)

Effects of:
Adjustments to tax charge in respect of previous periods - 80,214
Tax losses carried forward 180,228 353,554

Goodwill amortisation not deductible 27,621 8,891
Deferred tax movement 11,416 (16,551 )

Total tax charge 77,090 73,661

Tax effects relating to effects of other comprehensive income

There were no tax effects for the year ended 31 December 2023.

2022
Gross Tax Net
€    €    €   
Movement in other reserve (17,925 ) - (17,925 )

The standard rate of UK corporation tax changed from 19% to 25% with effect from 1 April 2023.

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.


AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 December 2023

9. INTANGIBLE FIXED ASSETS

Group
Computer
Goodwill software Totals
€    €    €   
COST
At 1 January 2023 467,943 825,904 1,293,847
Additions - 156,575 156,575
At 31 December 2023 467,943 982,479 1,450,422
AMORTISATION
At 1 January 2023 74,091 374,668 448,759
Amortisation for year 37,270 249,410 286,680
Impairments 80,166 - 80,166
At 31 December 2023 191,527 624,078 815,605
NET BOOK VALUE
At 31 December 2023 276,416 358,401 634,817
At 31 December 2022 393,852 451,236 845,088

10. TANGIBLE FIXED ASSETS

Group
Fixtures
Short and Computer
leasehold fittings equipment Totals
€    €    €    €   
COST
At 1 January 2023 7,344 65,958 154,092 227,394
Additions - 7,695 23,691 31,386
At 31 December 2023 7,344 73,653 177,783 258,780
DEPRECIATION
At 1 January 2023 1,802 28,444 67,662 97,908
Charge for year 1,483 8,943 56,156 66,582
At 31 December 2023 3,285 37,387 123,818 164,490
NET BOOK VALUE
At 31 December 2023 4,059 36,266 53,965 94,290
At 31 December 2022 5,542 37,514 86,430 129,486

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 December 2023

11. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
€   
COST
At 1 January 2023 529,130
Additions 3,664,163
Impairments (2,875,680 )
At 31 December 2023 1,317,613
NET BOOK VALUE
At 31 December 2023 1,317,613
At 31 December 2022 529,130

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

SUBSIDIARIES

Flair Group A/s (formerly Adecco A/S)
Registered office: Denmark
Nature of business: Temporary staffing and recruitment
%
Class of shares: holding
Ordinary 100.00

Talent Solutions s.r.o. (formerly Adecco Slovakia s.r.o.)
Registered office: Slovakia
Nature of business: Temporary staffing and recruitment
%
Class of shares: holding
Ordinary 100.00

Talent Outsourcing Solutions s.r.o. (formerly Adecco Outsourcing s.r.o)
Registered office: Slovakia
Nature of business: Outsourcing
%
Class of shares: holding
Ordinary 100.00

Talent Business Solutions s.r.o (formerly Adecco Business Solutions
Registered office: Slovakia
Nature of business: Business services
%
Class of shares: holding
Ordinary 100.00

Adecco Hrvatska d.o.o
Registered office: Croatia
Nature of business: Temporary staffing and recruitment
%
Class of shares: holding
Ordinary 100.00

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 December 2023

11. FIXED ASSET INVESTMENTS - continued

Adecco Outsourcing d.o.o
Registered office: Croatia
Nature of business: Outsourcing
%
Class of shares: holding
Ordinary 100.00

In June 2023, the group acquired the 33.3% non-controlling interest in its subsidiaries, for consideration of €1,000,000.

On acquisition of the non-controlling interests, the holding company assumed responsibility for payment of royalties totalling €2,664,163 due to Adecco Group by the Danish and Croatian subsidiaries, agreed to be payable in 12 equal annual instalments commencing June 2024. This transaction was treated as a capital contribution by the holding company to the Danish and Croatian subsidiaries and added to the cost of the investment in those companies.

As a result of losses incurred, an impairment provision of €2,875,680 has been made against the cost of the Danish subsidiary.


12. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2023 2022 2023 2022
€    €    €    €   
Trade debtors 18,000,482 17,460,671 - -
Amounts owed by group undertakings - - - 20,000
Other debtors 262,661 233,950 43,140 42,245
Tax 209,754 221,169 - -
Prepayments 141,922 161,484 - -
18,614,819 18,077,274 43,140 62,245

13. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2023 2022 2023 2022
€    €    €    €   
Bank loans and overdrafts (see note 15) 3,923,974 3,904,368 - -
Other loans (see note 15) - 42,909 - -
Trade creditors 2,870,298 1,646,788 27,878 34,669
Amounts owed to group undertakings - - 436,821 -
Tax 65,793 22,365 36,171 11,275
Social security and other taxes 1,417,149 3,269,513 - -
VAT 1,734,135 1,435,815 - -
Other creditors 1,277,846 854,062 266,107 -
Directors' current accounts 6 6 6 6
Deferred income - - 390,000 -
Accrued expenses 4,777,923 5,023,141 34,695 -
16,067,124 16,198,967 1,191,678 45,950

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 December 2023

14. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group Company
2023 2022 2023 2022
€    €    €    €   
Other creditors due 2-5 years 6,170,265 5,700,125 1,064,430 529,124
Other creditors due > 5 years 1,862,750 - 1,862,750 -
8,033,015 5,700,125 2,927,180 529,124

Long-term creditors include an amount of €4,863,443 (2022 - €4,874,135) of "frozen" holiday payments in the Danish subsidiary due to employees under Danish law, but payable only when the employee retires or leaves Denmark permanently.

Long-term creditors also include €2,442,149 of royalties due to Adecco Group by the Danish and Croatian subsidiaries which were transferred to Avanta Intermare Holdings Limited as part of an agreement with Adecco Group in June 2023, and agreed to be payable in 12 equal annual instalments commencing June 2024.

15. LOANS

An analysis of the maturity of loans is given below:

Group
2023 2022
€    €   
Amounts falling due within one year or on demand:
Bank overdrafts 3,923,974 3,904,368
Other loans - 42,909
3,923,974 3,947,277

16. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Non-cancellable operating leases
2023 2022
€    €   
Within one year 693,778 486,294
Between one and five years 722,100 701,844
In more than five years - 3,050
1,415,878 1,191,188

17. CALLED UP SHARE CAPITAL

Allotted and issued:
Number: Class: Nominal 2023 2022
value: €    €   
100 Share capital 1 £1 119 119

AVANTA INTERMARE HOLDINGS LIMITED (REGISTERED NUMBER: 13063441)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 December 2023

18. RESERVES

Group
Retained Other
earnings reserves Totals
€    €    €   

At 1 January 2023 (918,565 ) 866 (917,699 )
Deficit for the year (392,835 ) (392,835 )
Acquisition of non-controlling
interest (1,704,098 ) - (1,704,098 )
At 31 December 2023 (3,015,498 ) 866 (3,014,632 )

Company
Retained
earnings
€   

At 1 January 2023 48,678
Deficit for the year (2,757,840 )
At 31 December 2023 (2,709,162 )


19. RELATED PARTY DISCLOSURES

During the year, a company controlled by director/shareholder Gerard Koolen charged the group €204,000 for use of software (2023 - €204,000).