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Registered number: 09447448









Kinaxia Transport and Warehousing Limited









Annual Report and Financial Statements

For the Year Ended 31 December 2023

 
Kinaxia Transport and Warehousing Limited
 
 
Company Information


Directors
B J Warrillow 
B J Germany (appointed 21 December 2024)
G Jenkins (appointed 21 December 2024)




Registered number
09447448



Registered office
Kinaxia
Adlington Business Park

Adlington

Macclesfield

SK10 4NL




Independent auditors
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors

3 Stockport Exchange

Stockport

SK1 3GG





 
Kinaxia Transport and Warehousing Limited
 

Contents



Page
Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Statement of Comprehensive Income
 
9
Balance Sheet
 
10
Statement of Changes in Equity
 
11
Notes to the Financial Statements
 
12 - 28


 
Kinaxia Transport and Warehousing Limited
 
 
Strategic Report
For the Year Ended 31 December 2023

Introduction
 
The directors present the audited annual report and accounts for the year ending 31 December 2023.

Business review
 
The company is an intermediate holding company. All trading subsidiaries operate in the transport, distribution and warehousing industry. 
The directors have performed a review of the performance of their subsidiaries. The directors are satisfied with the performance of the investments except for certain subsidiaries.. In relation to these subsidiaries the decision has been taken to impair the investment value by £44,257,239. The split of this impairment by entity is as follows:
 
Foulger Transport Limited £10,157,329 impairment
Lambert Brothers Holdings Limited £1,500,000 impairment
A J Maiden and Son Limited £2,700,000 impairment
Fresh Freight Limited £1,500,000 impairment
AKW Group Limited £19,000,000 impairment
David Hathaway Transport Limited £9,400,000 impairment.

Underlying business performance remained challenging as a result of cost inflationary pressures and well documented headwinds in the UK economy. Our trading entities have not been immune from these factors and the challenges associated with passing on price increases to customers to offset these factors or gaining additional volumes to utilise spare capacity in the business.
The national driver shortage across the UK Logistics sector continues to put quality service providers at an advantage for customers who value strong service levels. Our investment in recruitment, vehicles, facilities and wage rates should continue to ensure we do our utmost to retain our loyal and experienced drivers across the group.

Principal risks and uncertainties
 
Financial Instruments
The company's principal financial instruments comprise bank balances, trade creditors, trade debtors, invoice discounting facilities, intercompany loans, Vendor loans and medium term loans. The main purpose of these instruments is to finance the company's operations. 
Due to the nature of the financial instruments used by the company, there is little exposure to price risk, but there is exposure to interest rate risk. There are no interest rate hedge instruments in place within the company. The company's approach to managing other risks applicable to the financial instruments concerned is shown below. 
In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexible borrowing. 
The intercompany loan carries no interest and deals with transactions in the course of trading. 
Vendor loans are repayable on an agreed basis. 
There are no currency risks. 
Other risks and uncertainties
There are no other risks and uncertainties. 

Page 1

 
Kinaxia Transport and Warehousing Limited
 

Strategic Report (continued)
For the Year Ended 31 December 2023

Financial key performance indicators
 
The company provides services to other group companies.
The company has net current liabilities of £74,113,855 
(2022: £71,439,800) at 31 December 2023 and generated a loss after tax of £50,072,222 (2022: loss £4,120,533) for the year ended 31 December 2023. The losses in year ending 31 December 2023 were materially impacted by the investment impairment charge of £44,257,329 which is a non-cash impacting adjustment.

Other key performance indicators
 
Non-financial key performance indicators are numerous but centre on the following:
• Health and Safety
• Vehicle management and compliance
• Supplier on time delivery performance
• Employee workforce management

Directors' statement of compliance with duty to promote the success of the Company
 
The Companies Act 2006 (CA2006) sets out a number of general duties which Directors owe to the Company and Group. New legislation has been introduced to help stakeholders better understand how the Directors have discharged their duty to promote the success of the Company and Group, while having regard to the matters set out in section 172 (1) (a) to (f) of the CA2006 (s172 factors). In 2023 the Directors continued to exercise all their duties, while having regard to these and other factors as they reviewed and considered proposals from senior management and governed the Company on behalf of its shareholders.
The Company provides services to other group companies in the Kinaxia group. Whilst the directors have ultimate responsibility, Kinaxia Limited is run by an Executive Committee comprising the Group Directors and the Managing Directors of the operating subsidiaries. The Executive Committee meets regularly to review and monitor the business performance of individual subsidiaries and the Group. It is the job of the local management teams to form relationships with business partners and engage with customers and key suppliers through a variety of channels/ knowledge gained from these interactions is then used to guide the decisions of individual businesses and shared to enhance and improve the long term reputation and profitability of the Group. Shareholder value remains at the core of all strategic decision making. 


This report was approved by the board and signed on its behalf.



B J Warrillow
Director

Date: 31 January 2025

Page 2

 
Kinaxia Transport and Warehousing Limited
 
 
 
Directors' Report
For the Year Ended 31 December 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK 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 transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £50,072,222 (2022 -loss £4,120,533).

The directors do not recommend the payment of a final dividend.

Directors

The directors who served during the year were:

P R Fields (resigned 21 December 2024)
G R Norfolk (resigned 21 December 2024)
B J Warrillow 
S J Hobbs (resigned 31 December 2023)

Future developments

A review of the company's activities for the year ended 31 December 2023 and its future prospects is set out in the Strategic Report.

Page 3

 
Kinaxia Transport and Warehousing Limited
 
 
 
Directors' Report (continued)
For the Year Ended 31 December 2023

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

On 21 December 2024, following an extended restructuring process, the Group repaid in full the entire term loan facility agreement with DE Shaw and replaced it with a new term loan of £39 million, alongside 90% equity in the Group. The loan notes carry a fixed interest rate of 8%, payable in cash if certain liquidity conditions are met or, alternatively, rolled up as Payment In Kind (PIK) interest. The loan is secured by a fixed and floating charge over the assets of the Group.
The new facility is due for repayment in June 2027, with an option to break in June 2026. This successful restructuring provides the Group with short- to medium-term financial stability, enabling it to focus on delivering its strategic objectives. 
On 21 December 2024, the ultimate controlling party of Kinaxia Limited changed from Ensco 1477 Limited to DELALV Delaware Holdco, L.L.C., a company registered in Delaware, USA. The transfer of control occurred as part of a group restructuring.
In March 2024 the trading subsidiary of AKW Global Logistics Birmingham Ltd ceased trading following a strategic review of the business when its property lease became due for renewal. Management's conclusion was that it was not economically viable to renew the property lease on the terms offered. As a result, the trade and assets were either split between the rest of the group or transferred to a 3rd party.

Auditors

The auditorsHurst Accountants Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 




B J Warrillow
Director
Date: 31 January 2025

Page 4

 
Kinaxia Transport and Warehousing Limited
 
 
 
Independent Auditors' Report to the Members of Kinaxia Transport and Warehousing Limited
 

Opinion


We have audited the financial statements of Kinaxia Transport and Warehousing Limited (the 'Company') for the year ended 31 December 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 Company's affairs as at 31 December 2023 and of its 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 Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 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 other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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. 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 course of 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.


Page 5

 
Kinaxia Transport and Warehousing Limited
 
 
 
Independent Auditors' Report to the Members of Kinaxia Transport and Warehousing Limited (continued)


Opinion 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 Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.


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:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from 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
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, 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 is 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 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 Company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
Kinaxia Transport and Warehousing Limited
 
 
 
Independent Auditors' Report to the Members of Kinaxia Transport and Warehousing Limited (continued)


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 an Auditors' Report 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.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Identifying and assessing potential risks related to irregularities
In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
 
The nature of the industry and sector in which the company operates; the control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets.
The outcome of enquiries of local management and parent company management, including whether management was aware of any instances of non-compliance with laws and regulations, and whether management had knowledge of any actual, suspected, or alleged fraud. 
Supporting documentation relating to the Company's policies and procedures for:
°Identifying, evaluating, and complying with laws and regulations
°Detecting and responding to the risks of fraud
The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.
The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.
The legal and regulatory framework in which the Company operates, particularly those laws and regulations which have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or which had a fundamental effect on the operations of the Company, including General Data Protection requirements, Anti-bribery and Corruption, and the Coronavirus Job Retention Scheme.

Audit response to risks identified
Our procedures to respond to the risks identified included the following:
 
Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the provisions of those relevant laws and regulations which have a direct effect on the financial statements.
Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud.
Evaluation of the operating effectiveness of management’s controls designed to prevent and detect irregularities.
Enquiring of management about any actual and potential litigation and claims.
Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatement due to fraud.
Reading minutes of meetings of those charges with governance.
Page 7

 
Kinaxia Transport and Warehousing Limited
 
 
 
Independent Auditors' Report to the Members of Kinaxia Transport and Warehousing Limited (continued)


We have also considered the risk of fraud through management override of controls by:
 
Testing the appropriateness of journal entries and other adjustments. We have used data analytics software to identify accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error.
Challenging assumptions made by management in their significant accounting estimates, and 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.
There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of them.  Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.


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 Auditors' Report.


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 2006Our 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 an Auditors' Report 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.



John Glover (Senior Statutory Auditor)
for and on behalf of
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors
3 Stockport Exchange
Stockport
SK1 3GG

31 January 2025
Page 8

 
Kinaxia Transport and Warehousing Limited
 
 
Statement of Comprehensive Income
For the Year Ended 31 December 2023

2023
2022
Note
£
£

  

Turnover
 4 
8,220,000
7,780,000

Gross profit
  
8,220,000
7,780,000

Administrative expenses
  
(4,586,422)
(4,759,579)

Exceptional administrative expenses
 10 
(44,257,329)
(109,661)

Operating (loss)/profit
  
(40,623,751)
2,910,760

Interest payable and similar expenses
 8 
(9,360,951)
(7,064,848)

Loss before tax
  
(49,984,702)
(4,154,088)

Tax on loss
 9 
(87,520)
33,555

Loss for the financial year
  
(50,072,222)
(4,120,533)

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 12 to 28 form part of these financial statements.

Page 9

 
Kinaxia Transport and Warehousing Limited
Registered number: 09447448

Balance Sheet
As at 31 December 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 11 
67,011,969
111,269,298

Current assets
  

Debtors: amounts falling due within one year
 12 
5,547,687
5,279,051

Cash at bank and in hand
 13 
29,986
106,959

  
5,577,673
5,386,010

Creditors: amounts falling due within one year
 14 
(79,691,528)
(76,825,810)

Net current liabilities
  
 
 
(74,113,855)
 
 
(71,439,800)

Total assets less current liabilities
  
(7,101,886)
39,829,498

Creditors: amounts falling due after more than one year
 15 
(41,669,098)
(38,528,260)

Net (liabilities)/assets
  
(48,770,984)
1,301,238


Capital and reserves
  

Called up share capital 
 18 
100
100

Share premium account
 19 
8,401,625
8,401,625

Profit and loss account
 19 
(57,172,709)
(7,100,487)

  
(48,770,984)
1,301,238


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


B J Warrillow
Director

Date: 31 January 2025

The notes on pages 12 to 28 form part of these financial statements.

Page 10

 
Kinaxia Transport and Warehousing Limited
 

Statement of Changes in Equity
For the Year Ended 31 December 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 January 2023
100
8,401,625
(7,100,487)
1,301,238


Comprehensive income for the year

Loss for the year
-
-
(50,072,222)
(50,072,222)
Total comprehensive income for the year
-
-
(50,072,222)
(50,072,222)


At 31 December 2023
100
8,401,625
(57,172,709)
(48,770,984)



Statement of Changes in Equity
For the Year Ended 31 December 2022


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 January 2022
100
8,401,625
(2,979,954)
5,421,771


Comprehensive income for the year

Loss for the year
-
-
(4,120,533)
(4,120,533)
Total comprehensive income for the year
-
-
(4,120,533)
(4,120,533)


At 31 December 2022
100
8,401,625
(7,100,487)
1,301,238


The notes on pages 12 to 28 form part of these financial statements.

Page 11

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

1.


General information

Kinaxia Transport and Warehousing Limited is a private company limited by members capital and incorporated in England and Wales, registered number 09447448. The address of the registered office and principal place of business is Kinaxia, Adlington Business Park, Adlington, Macclesfield, SK10 4NL. 
The principal activity is that of an intermediate holding company.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Kinaxia Limited as at 31 December 2023 and these financial statements may be obtained from the Registrar of Companies.

 
2.3

Exemption from preparing consolidated financial statements

The Company is a parent Company that is also a subsidiary included in the consolidated financial statements of its immediate parent undertaking established under the law of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006. 

Page 12

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

2.Accounting policies (continued)

 
2.4

Going concern

The financial statements have been prepared on a going concern basis. The following paragraphs set out the basis of which the directors have reached their conclusion.
The company has net current liabilities of £74,113,855
 (2022: £71,439,800) at 31 December 2023 and generated a loss after tax of £50,072,222 (2022: loss £4,120,533) for the year ended 31 December 2023. The losses in year ending 31 December 2023 were materially impacted by the investment impairment charge of £44,257,329 which is a non-cash impacting adjustment.
On 21 December 2024, following an extended restructuring process, the Group repaid in full the entire term loan facility agreement with DE Shaw and replaced it with a new term loan of £39 million, alongside 90% equity in the Group. The loan notes carry a fixed interest rate of 8%, payable in cash if certain liquidity conditions are met or, alternatively, rolled up as Payment In Kind (PIK) interest. The loan is secured by a fixed and floating charge over the assets of the Group.
The new facility is due for repayment in June 2027, with an option to break in June 2026. This successful restructuring provides the Group with short- to medium-term financial stability, enabling it to focus on delivering its strategic objectives.
This successful restructuring process provides certainty to the Group in the short to medium term allowing it to focus on delivering its strategic objectives.
The Directors believe it is appropriate therefore to prepare the financial statements to 31 December 2023 on a going concern basis. 

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Revenue comprises recharges to related entities of expenditure incurred on their behalf and is recognised in the
same period in which the expenditure is incurred.

 
2.6

Operating leases: the Company as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 13

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

2.Accounting policies (continued)

 
2.8

Pensions

Defined contribution pension plan

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

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

 
2.9

Current and deferred taxation

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

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

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

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

 
2.10

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

 
2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.12

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 14

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

2.Accounting policies (continued)

 
2.13

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.14

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.15

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.16

Financial instruments

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

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

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

Impairment of financial assets

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

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

Page 15

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

2.Accounting policies (continued)


2.16
Financial instruments (continued)

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

Derecognition of financial assets

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

 
2.17

Financial liabilities

Interest bearing loans and borrowings
Obligations for loans and borrowings are recognised when the Group becomes party to the related contracts and are measured initially at the fair value of consideration received less directly attributable transaction costs.
After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using the effective interest method.
Gains and losses arising on the repurchase, settlement or otherwise cancellation of liabilities are recognised respectively in finance revenue and finance cost.
Derecognition of financial liabilities
A liability is derecognised when the contract that gives rise to it is settled, sold, cancelled or expires.
Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such as an exchange or modification is treated as a derecognition of the original liability, such that the difference in the respective carrying amounts together with any costs or fees incurred are recognised in profit or loss.

Page 16

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. Actual outcomes may differ from these estimates due to the inherent uncertainty involved in estimation.
Investments in subsidiaries
Management exercises judgement in assessing the recoverability of investments in subsidiaries. Where indicators of impairment exist, discounted cash flow forecasts are prepared to determine the recoverable amount of the investments. These forecasts involve assumptions regarding future cash flows, discount rates, and other relevant factors.
During the year, an impairment charge of £44,257k 
(2022: £nil) was recognised in the profit and loss account to reflect the revised recoverable amount of certain investments in subsidiaries. 


4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
£
£

Management charges
8,220,000
7,780,000


All turnover arose within the United Kingdom.


5.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors and their associates:


2023
2022
£
£

Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements
9,500
7,500

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.

Page 17

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

6.


Employees

Staff costs, including directors' remuneration, were as follows:


2023
2022
£
£

Wages and salaries
2,238,639
2,294,562

Social security costs
305,266
299,136

Cost of defined contribution scheme
137,964
112,609

2,681,869
2,706,307


The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Employees
39
34



Directors
4
4

43
38


7.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
467,404
493,830

Company contributions to defined contribution pension schemes
16,533
11,733

483,937
505,563


During the year retirement benefits were accruing to 3 directors (2022 -2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £179,903 (2022 -£231,377).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £6,400 (2022 -£5,500).

Page 18

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

8.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
7,463,527
5,490,229

Amortisation of debt fee
1,897,424
1,574,619

9,360,951
7,064,848


9.


Taxation


2023
2022
£
£

Corporation tax


Adjustments in respect of previous periods
51,927
-


51,927
-


Total current tax
51,927
-

Deferred tax


Origination and reversal of timing differences
35,593
(20,677)

Changes to tax rates
-
(12,878)

Total deferred tax
35,593
(33,555)


Taxation on profit/(loss) on ordinary activities
87,520
(33,555)
Page 19

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023
 
9.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 -higher than) the standard rate of corporation tax in the UK of 23.52% (2022 -19%). The differences are explained below:

2023
2022
£
£


Loss on ordinary activities before tax
(49,984,702)
(4,154,088)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
(11,756,402)
(789,277)

Effects of:


Expenses not deductible for tax purposes
11,125,074
4,860

Adjustments to tax charge in respect of prior periods
51,927
-

Changes in future tax rates
-
(12,878)

Unrelieved tax losses carried forward
707,073
-

Other differences leading to an increase (decrease) in the tax charge
(40,152)
(3,106)

Group relief
-
766,846

Total tax charge for the year
87,520
(33,555)


Factors that may affect future tax charges

Corporation tax main rates increasde to 25% in the tax year commencing 1st April 2023 for companies whose profits exceed £250,000. A tapered rate will be introduced for profits above £50,000 up to the £250,000 limit. 

Page 20

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

10.


Exceptional items

2023
2022
£
£


Redundancy costs
-
109,661

Impairment of subsidiary investments
44,257,329
-

44,257,329
109,661

Following a review of performance and cash flow forecasts, the directors have taken the decision to impair the investment value in subsidiaries totalling £44,257,329. This is split as follows across the following investments:
 
Foulger Transport Limited £10,157,329 
Lambert Brothers Holdings Limited £1,500,000 
A J Maiden and Son Limited £2,700,000 
Fresh Freight Limited £1,500,000 
AKW Group Limited £19,000,000 
David Hathaway Transport Limited £9,400,000


11.


Fixed asset investments





Investments in subsidiary companies

£



Cost


At 1 January 2023
111,269,298



At 31 December 2023

111,269,298



Impairment


Charge for the period
44,257,329



At 31 December 2023

44,257,329



Net book value



At 31 December 2023
67,011,969



At 31 December 2022
111,269,298

Page 21

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

A. J. Maiden and Son Limited
Deer Park Court, Donninton Wood, Telford, Shropshire, TF2 7NA
Haulage and warehousing
Ordinary
100%
Bay Freight Limited
Tameside Freight Terminal, Premier House, Tame Street, Stalybridge, SK15 1ST
Haulage and warehousing
Ordinary
100%
Cammack Limited
Unit 11, Spitfire Drive, Earls Colne Business Park, Earls Colne, Essex, CO6 2NS
Holding company
Ordinary
100%
Foulger Transport Limited
The Circuit, Snetterton, Norfolk, NR16 2JU
Haulage and warehousing
Ordinary
100%
GAG57 Limited
C/o Foulger Transport Limited, The Circuit, Snetterton, Norfolk, NR16 2JU
Holding company
Ordinary
100%
Lambert Brothers Haulage Limited
Woodside Avenue, Eastleigh, Hampshire, SO50 4ZR
Haulage and warehousing
Ordinary
100%
Lambert Brothers Holdings Limited
Woodside Avenue, Eastleigh, Hampshire, SO50 4ZR
Holding company
Ordinary
100%
Mark Thompson Transport Limited
The Acres, Stretton Distribution Centre, Grappenhall Lane, Appleton, Warrington, WA4 4QT
Haulage and warehousing
Ordinary
100%
N C Cammack Limited
Unit 11, Spitfire Drive, Earls Colne Business Park, Earls Colne, Essex, CO6 2NS
Haulage and warehousing
Ordinary
100%
Panic Transport (Contracts) Limited
Europark A5 Watling Street, Clifton Upon Dunsmore, Rugby, CV23 0AL
Haulage and warehousing
Ordinary
100%
William Kirk Limited
Adlington Industrial Estate, London Road Adlington, Macclesfield, Cheshire, SK10 4NL
Haulage and warehousing
Ordinary
100%
AKW Group Limited
26 Bond, Europa Way Trafford Park, Manchester, M17 1WF
Non trading holding company
Ordinary
100%
*AKW Global Logistics Limited
26 Bond, Europa Way Trafford Park, Manchester, M17 1WF
Haulage and warehousing
Ordinary
100%
*AKW Global Logistics Birmingham Limited
26 Bond, Europa Way Trafford Park, Manchester, M17 1WF
Haulage and warehousing
Ordinary
100%
Page 22

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023
Subsidiary undertakings (continued)


Name

Registered office

Principal activity

Class of shares

Holding

*AKW Warehousing Limited
26 Bond, Europa Way Trafford Park, Manchester, M17 1WF
Dormant
Ordinary
100%
*Global Logistics (UK) Limited
Alba Way, Stretford, Manchester, M32 0ZH
Dormant
Ordinary
100%
*A.K. Worthington Limited
26 Bond, Europa Way Trafford Park, Manchester, M17 1WF
Dormant
Ordinary
100%
Fresh Freight Limited
The Railhead Building Earlsway, Team Valley Trading Estate, Gateshead, Tyne & Wear, NE11 0QY
Haulage and warehousing
Ordinary
100%
*AKW Global Warehousing Limited
26 Bond, Europa Way Trafford Park, Manchester, M17 1WF
Haulage and warehousing
Ordinary
100%
David Hathaway Transport Limited
Woodward Avenue, Westerleigh Business Park, Yate, Bristol, BS37 5YS
Haulage and warehousing
Ordinary
100%
*Flybikefly Limited
Woodward Avenue, Westerleigh Business Park, Yate, Bristol, BS37 5YS
Dormant
Ordinary
100%
*Flybikefly.com Limited
Woodward Avenue, Westerleigh Business Park, Yate, Bristol, BS37 5YS
Dormant
Ordinary
100%
*GL Central Limited
Alba Way, Stretford, Manchester, M32 0ZH
Dormant
Ordinary
100%
*Internet Distribution Highway Limited
The Railhead Building, Earlsway, Team Valley Trading Estate, Gateshead, NE11 0QY
Dormant
Ordinary
100%
*Specialist Logistics Solutions (SLS) Limited
The Railhead Building, Earlsway, Team Valley Trading Estate, Gateshead, NE11 0QY
Dormant
Ordinary
100%
Kinaxia Logistics Training Limited
Fawside Farm, Longnor, Buxton, Derbyshire, SK17 0RA
Dormant
Ordinary
100%

*Indirect subsidiary.
In March 2024 the trading subsidiary of AKW Global Logistics Birmingham Ltd ceased trading following a strategic review of the business when its property lease became due for renewal. Management's conclusion was that it was not economically viable to renew the property lease on the terms offered. As a result, the trade and assets were either split between the rest of the group or transferred to a 3rd party.


12.


Debtors

2023
2022
£
£

Page 23

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

12.Debtors (continued)


Amounts owed by group undertakings
5,326,594
5,062,770

Prepayments and accrued income
203,027
162,622

Deferred taxation
18,066
53,659

5,547,687
5,279,051


Amounts due from group undertakings are repayable on demand, unsecured and bear no interest.


13.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
29,986
106,959



14.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
274,111
278,635

Amounts owed to group undertakings
77,191,991
74,904,498

Corporation tax
51,927
-

Other taxation and social security
563,579
528,973

Other creditors
14,560
12,474

Accruals and deferred income
1,595,360
1,101,230

79,691,528
76,825,810


Amounts due to group undertakings are repayable on demand, unsecured and bear no interest.

Page 24

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

15.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Bank loans
41,619,098
38,528,260

Other creditors
50,000
-

41,669,098
38,528,260


The company holds a £41.5m listed loan note facility, secured by a fixed and floating charge against the assets of the group.


16.


Loans


Analysis of the maturity of loans is given below:


2023
2022
£
£

Amounts falling due 1-2 years

Bank loans
41,619,098
-

Amounts falling due 2-5 years

Bank loans
-
38,528,260

41,619,098
38,528,260


The company holds a £41.5m listed loan note facility which has been fully drawn down, secured by a fixed and floating charge against the assets of the group. The facility is repayable in March 2025 with the option to further extend to March 2026 subject to certain conditions being met. 
The loan notes carry an interest charge of 12.75% plus SONIA per annum. Arrangement fees of £5,873,525 
(2022: £5,668,630) were netted off against the loans. During the year, arrangement fees of £1,897,424 (2022: £1,574,619) were amortised through the Statement of Comprehensive Income. The net debt amount is £41,500,000 (2022: £41,500,000) with accrued Payment in Kind (PIK) interest of £2,520,579 (2022: £1,122,270). Debt issue costs remaining to be amortised total £2,401,481 (2022: £4,094,010).
On 21 December 2024, following an extended restructuring process, the Group repaid in full the entire term loan facility agreement with DE Shaw and replaced it with a new term loan of £39 million, alongside 90% equity in the Group. The loan notes carry a fixed interest rate of 8%, payable in cash if certain liquidity conditions are met or, alternatively, rolled up as Payment In Kind (PIK) interest. The loan is secured by a fixed and floating charge over the assets of the Group.
The new facility is due for repayment in June 2027, with an option to break in June 2026. This successful restructuring provides the Group with short- to medium-term financial stability, enabling it to focus on delivering its strategic objectives.
This successful restructuring process provides certainty to the Group in the short to medium term allowing it to focus on delivering its strategic objectives.

Page 25

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

17.


Deferred taxation




2023
2022


£

£



At beginning of year
53,659
20,104


(Charged) / credited to profit or loss
(35,593)
33,555



At end of year
18,066
53,659

The deferred tax asset is made up as follows:

2023
2022
£
£


Accelerated capital allowances
14,426
17,593

Tax losses carried forward
-
32,948

Other timing differences
3,640
3,118

18,066
53,659


18.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



100 (2022 -100) Ordinary shares of £1.00 each
100
100



19.


Reserves

Share premium
The share premium account includes premiums received on issue of share capital, net of share issue costs.
Profit and loss account
Profit and loss account includes all current retained profit and losses.


20.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £137,964 (2022: £112,609). Contributions totalling £14,560 (2022: £12,474) were payable to the fund at the balance sheet date and are included in creditors.

Page 26

 
Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

21.


Related party transactions

The company has taken advantage of the exemption under FRS102 S.33.1A from disclosing transactions with other companies that are wholly owned within the same group.
During the year consultancy fees of £68,335
 (2022: £144,000) were paid to a company with common directors. At the year end, £10,000 (2022: £Nil) was owed to a company with common directors.
Key management are considered to be the directors of the company and their remuneration is disclosed at note 7.


22.


Post balance sheet events

On 21 December 2024, following an extended restructuring process, the Group repaid in full the entire term loan facility agreement with DE Shaw and replaced it with a new term loan of £39 million, alongside 90% equity in the Group. The loan notes carry a fixed interest rate of 8%, payable in cash if certain liquidity conditions are met or, alternatively, rolled up as Payment In Kind (PIK) interest. The loan is secured by a fixed and floating charge over the assets of the Group.
The new facility is due for repayment in June 2027, with an option to break in June 2026. This successful restructuring provides the Group with short- to medium-term financial stability, enabling it to focus on delivering its strategic objectives.
On 21 December 2024, the ultimate controlling party of Kinaxia Limited changed from Ensco 1477 Limited to DELALV Delaware Holdco, L.L.C., a company registered in Delaware, USA. The transfer of control occurred as part of a group restructuring.
In March 2024 the trading subsidiary of AKW Global Logistics Birmingham Ltd ceased trading following a strategic review of the business when its property lease became due for renewal. Management's conclusion was that it was not economically viable to renew the property lease on the terms offered. As a result, the trade and assets were either split between the rest of the group or transferred to a 3rd party.

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Kinaxia Transport and Warehousing Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2023

23.


Controlling party

The company's immediate parent undertaking is Kinaxia Logistics Limited, a company registered in England and Wales, company number 09445745.
Kinaxia Limited is the parent company for the smallest and largest group for which consolidated group accounts are prepared. The registered address of Kinaxia Limited is Kinaxia, Adlington Business Park, Adlington, Macclesfield, England, SK10 4NL.
The consolidated financial statements of Kinaxia Limited is available to the public and may be obtained from the Registrar of Companies, Companies House, Crown Way, Cardiff, C14 3UZ.
Ensco 1477 Limited, a company registered in England and Wales, company number 14593321, was the immediate parent company of Kinaxia Limited and the ultimate parent company of the Group till 21 December 2024. The registered address of Ensco 1477 Limited is C/O Gateley Legal, Ship Canal House, 98 King Street, Manchester, Lancashire, M2 4WU. There is no overall controlling party of Ensco 1477 Limited.
On 21 December 2024, the ultimate controlling party of Kinaxia Limited changed from Ensco 1477 Limited to DELALV Delaware Holdco, L.L.C., a company registered in Delaware, USA. The transfer of control occurred as part of a group restructuring. The sole shareholder of DELALV Delaware Holdco, L.L.C. is DELALV Portfolios, L.L.C. 
Dr D.E.Shaw is considered the controlling party of Kinaxia Limited due to his ownership of the voting rights.

 
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