REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
TRIATHLON BATTERY SOLUTIONS LTD |
REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
TRIATHLON BATTERY SOLUTIONS LTD |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 3 |
Report of the Independent Auditors | 4 |
Income Statement | 6 |
Other Comprehensive Income | 7 |
Balance Sheet | 8 |
Statement of Changes in Equity | 9 |
Notes to the Financial Statements | 10 |
TRIATHLON BATTERY SOLUTIONS LTD |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
207 Knutsford Road |
Grappenhall |
Warrington |
Cheshire |
WA4 2QL |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The directors present their strategic report for the year ended 31 December 2023. |
REVIEW OF BUSINESS |
The company specialises in the supply and service of industrial batteries and related products throughout the UK as part of the Sunlight Group of Companies. |
2023 was a profitable year with sales exceeding £17 million as the Group continues to invest in growth opportunities. |
In February 2023, the company's German owners completed an agreement with Sunlight Group Energy Storage Systems to acquire a majority shareholding of the ultimate parent. This cemented a long standing relationship between the two companies and creates a true global leader in the batteries sector. Sunlight acquired the remaining 49% in July 2023. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The company uses conventional forms of working capital to finance its day to day activities and as such the figures |
appearing in the accounts reflect the absolute value of amounts recoverable and payable. The directors receive regular reports on these figures in order to manage the company's requirements. |
The key risks for the company are: |
- foreign exchange risk - the company has little flexibility in managing this as trade with group companies is in local currencies, so the risk at group level is lower; |
- risk in commodity price variances - the company is impacted by lead prices and this is managed by spreading risk with suppliers and monitoring the market. |
Given the straightforward nature of the business, the company's directors are of the opinion that the analysis using key performance indicators is not necessary for an understanding of the development, performance or position of the company. |
FUTURE DEVELOPMENTS |
The change in ownership of the ultimate parent brings together two leading players in the global battery industry and provides an opportunity for the company to expand its customer base and continue to improve profitability.This is something that will be built on over the coming years. |
ON BEHALF OF THE BOARD: |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The directors present their report with the financial statements of the company for the year ended 31 December 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of an industrial batteries and related products supplier. |
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. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the 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 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 and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The 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 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 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 company'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 company's auditors are aware of that information. |
AUDITORS |
The auditors, Walker Begley UK Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
TRIATHLON BATTERY SOLUTIONS LTD |
Qualified opinion |
We have audited the financial statements of Triathlon Battery Solutions Ltd (the 'company') for the year ended 31 December 2023 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion, except for the effects of the matter described in the Basis for qualified opinion section, 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 profit 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 qualified opinion |
The company has received an invoice for management charges from a group member for £150,570. This has not been included within the financial statements, as local management have disputed the charges with group management. We believe this to be material to the financial statements. |
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. |
Key audit matters |
There are no key audit matters, other than that described in the Basis for qualified opinion section. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the 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 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 Strategic Report and the Report of the Directors 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 Report of the Directors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
TRIATHLON BATTERY SOLUTIONS LTD |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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. |
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: |
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, control environment and business performance; |
- the results of our enquiries of management, covering their identification and assessment of the risk of irregularities; |
- any matters we identified, having reviewed documentation available; |
- relevant laws and regulations, including enquiring of any non-compliance or matters alerting us to non-compliance; |
- matters discussed among the audit team regarding how and where fraud might occur in the financial statements and any indicators of fraud. |
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. |
for and on behalf of |
207 Knutsford Road |
Grappenhall |
Warrington |
Cheshire |
WA4 2QL |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
INCOME STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
31/12/23 | 31/12/22 |
Notes | £ | £ |
TURNOVER |
Cost of sales |
GROSS PROFIT |
Administrative expenses |
180,717 | 143,576 |
Other operating income |
OPERATING PROFIT | 5 |
Interest payable and similar expenses | 6 |
PROFIT BEFORE TAXATION |
Tax on profit | 7 |
PROFIT FOR THE FINANCIAL YEAR |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
OTHER COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
31/12/23 | 31/12/22 |
Notes | £ | £ |
PROFIT FOR THE YEAR |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
BALANCE SHEET |
31 DECEMBER 2023 |
31/12/23 | 31/12/22 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 8 |
Tangible assets | 9 |
CURRENT ASSETS |
Stocks | 10 |
Debtors | 11 |
Cash at bank and in hand |
CREDITORS |
Amounts falling due within one year | 12 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
( |
) |
CREDITORS |
Amounts falling due after more than one year |
13 |
NET LIABILITIES | ( |
) | ( |
) |
CAPITAL AND RESERVES |
Called up share capital | 17 |
Share premium | 18 |
Revaluation reserve | 18 |
Retained earnings | 18 | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
The financial statements were approved by the Board of Directors and authorised for issue on |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up |
share | Retained | Share | Revaluation | Total |
capital | earnings | premium | reserve | equity |
£ | £ | £ | £ | £ |
Balance at 1 January 2022 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - | - |
Balance at 31 December 2022 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - | - |
Balance at 31 December 2023 | ( |
) | ( |
) |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | STATUTORY INFORMATION |
Triathlon Battery Solutions Ltd is a |
2. | STATEMENT OF COMPLIANCE |
3. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets. |
The company has made a profit for the year ended 31 December 2023 but at that date had net current liabilities. The company is dependent, in the absence of other funding, on the continued financial support of Triathlon Holding GmbH via trade with Triathlon Batterien GmBH. The company has confirmed it's commitment to provide the necessary support by providing adequate facilities. |
On this basis, the directors consider it appropriate to prepare the financial statements on a going concern basis. |
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
• | the requirements of Section 7 Statement of Cash Flows; |
• | the requirement of paragraph 3.17(d). |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
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. |
Tangible fixed assets |
Improvements to property | - |
Plant and machinery | - |
Fixtures and fittings | - |
Motor vehicles | - |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the 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. |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
3. | 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. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
4. | EMPLOYEES AND DIRECTORS |
31/12/23 | 31/12/22 |
£ | £ |
Wages and salaries |
Social security costs |
Other pension costs |
The average number of employees during the year was as follows: |
31/12/23 | 31/12/22 |
31/12/23 | 31/12/22 |
£ | £ |
Directors' remuneration |
5. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
31/12/23 | 31/12/22 |
£ | £ |
Other operating leases |
Depreciation - owned assets |
(Profit)/loss on disposal of fixed assets | ( |
) |
Computer software amortisation |
Auditors' remuneration |
Foreign exchange differences | ( |
) |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
31/12/23 | 31/12/22 |
£ | £ |
Bank interest | ( |
) |
Other interest |
Hire purchase |
7. | TAXATION |
Analysis of the tax charge |
No liability to UK corporation tax arose for the year ended 31 December 2023 nor for the year ended 31 December 2022. |
8. | INTANGIBLE FIXED ASSETS |
Computer |
software |
£ |
COST |
At 1 January 2023 |
Additions |
At 31 December 2023 |
AMORTISATION |
At 1 January 2023 |
Amortisation for year |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
9. | TANGIBLE FIXED ASSETS |
Improvements | Fixtures |
to | Plant and | and | Motor |
property | machinery | fittings | vehicles | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 January 2023 |
Additions |
Disposals | ( |
) | ( |
) |
At 31 December 2023 |
DEPRECIATION |
At 1 January 2023 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
10. | STOCKS |
31/12/23 | 31/12/22 |
£ | £ |
Finished goods |
11. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31/12/23 | 31/12/22 |
£ | £ |
Trade debtors |
Amounts owed by group undertakings |
Other debtors |
Prepayments and accrued income |
12. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31/12/23 | 31/12/22 |
£ | £ |
Bank loans and overdrafts (see note 14) |
Hire purchase contracts (see note 15) |
Trade creditors |
Amounts owed to group undertakings |
Social security and other taxes |
Net Wages control | ( |
) | ( |
) |
Pension creditor |
VAT |
Directors' current accounts | 200,000 | 200,000 |
Accruals and deferred income |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
13. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
31/12/23 | 31/12/22 |
£ | £ |
Bank loans (see note 14) |
Hire purchase contracts (see note 15) |
14. | LOANS |
An analysis of the maturity of loans is given below: |
31/12/23 | 31/12/22 |
£ | £ |
Amounts falling due within one year or on demand: |
Bank loans |
Amounts falling due between one and two years: |
Bank loans - 1-2 years |
Amounts falling due between two and five years: |
Bank loans - 2-5 years |
15. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Hire purchase contracts |
31/12/23 | 31/12/22 |
£ | £ |
Net obligations repayable: |
Within one year |
Between one and five years |
Non-cancellable operating | leases |
31/12/23 | 31/12/22 |
£ | £ |
Within one year |
Between one and five years |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
16. | SECURED DEBTS |
The following secured debts are included within creditors: |
31/12/23 | 31/12/22 |
£ | £ |
Hire purchase contracts | 421,790 | 614,775 |
Liabilities under hire purchase agreements are secured against the assets to which they relate. |
17. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 31/12/23 | 31/12/22 |
value: | £ | £ |
Ordinary A | £0.05 | 147 | 147 |
Ordinary B | £0.05 | 153 | 153 |
300 | 300 |
Both A Ordinary and B Ordinary shares have full voting rights, full rights to dividends and distribution and full rights to participation in a distribution of capital. |
18. | RESERVES |
Retained | Share | Revaluation |
earnings | premium | reserve | Totals |
£ | £ | £ | £ |
At 1 January 2023 | ( |
) | (1,660,681 | ) |
Profit for the year |
At 31 December 2023 | ( |
) | (1,617,134 | ) |
19. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
Included within creditors are loans from the two directors, T G Burgess and M J Stevenson of £100,000 each. The loans are interest free and the directors have agreed to provide this continued support. |
20. | RELATED PARTY DISCLOSURES |
Included within debtors, as at 31 December 2023 is an amount of £289,547 (2022 - £465,399) in respect of Battery Components Limited, a company under common control. Sales to the company during the year amounted to £10,263, with purchases of £2,443,832. |
Included within creditors is an amount of £5,435,888 (2022 - £3,885,863) in respect of another group member, Triathlon Batterien Gmbh. Sales to Triathlon Batterien GmbH totalled £182,427 during during the year, with purchases of £3,707,643. |
Included within creditors is an amount of £3,854,816 (2022 - £3,929707) in respect of another group member, Triathlon Holdings GmbH. Interest of £221,995 was paid to Triathlon Holdings GmbH during the year.. |
TRIATHLON BATTERY SOLUTIONS LTD (REGISTERED NUMBER: 10026276) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
21. | ULTIMATE CONTROLLING PARTY |
For the period of account, the company was a subsidiary undertaking of Triathlon International GmbH, a company incorporated in Germany, registered office address Am Brand 11 - 13, 90602 Seligenporten. Triathlon International GmbH control Triathlon Battery Solutions Limited as they own 51% of its share capital. |
The ultimate parent was Geraer Batterie-Dienst GmbH until 7th February 2023 when Sunlight Group Energy Storage Systems SA acquired a 51% stake in Triathlon Holding GmbH from Geraer Batterie-Dienst GmbH. The remaining 49% was acquired in July 2023. |
Sunlight Group Energy Storage Systems SA is part of the Olympia Group Ltd, a private company incorporated and existing under the laws of Cyprus, with registration number HE 161762. Registered office address is Olympia Business Centre (3rd Floor), Arch, Makariou III & Nikolaou Gyzi 2, 3060 Limassol, Cyprus. |