Caseware UK (AP4) 2023.0.135 2023.0.135 2024-05-312024-05-31truetruetruetruetrue2023-06-01false4846truefalsefalse 03000768 2023-06-01 2024-05-31 03000768 2022-06-01 2023-05-31 03000768 2024-05-31 03000768 2023-05-31 03000768 6 2023-06-01 2024-05-31 03000768 6 2022-06-01 2023-05-31 03000768 d:Director1 2023-06-01 2024-05-31 03000768 d:Director2 2023-06-01 2024-05-31 03000768 d:Director3 2023-06-01 2024-05-31 03000768 d:Director4 2023-06-01 2024-05-31 03000768 d:Director4 2024-05-31 03000768 d:RegisteredOffice 2023-06-01 2024-05-31 03000768 e:Buildings e:LongLeaseholdAssets 2023-06-01 2024-05-31 03000768 e:Buildings e:LongLeaseholdAssets 2024-05-31 03000768 e:Buildings e:LongLeaseholdAssets 2023-05-31 03000768 e:PlantMachinery 2023-06-01 2024-05-31 03000768 e:PlantMachinery 2024-05-31 03000768 e:PlantMachinery 2023-05-31 03000768 e:PlantMachinery e:OwnedOrFreeholdAssets 2023-06-01 2024-05-31 03000768 e:MotorVehicles 2023-06-01 2024-05-31 03000768 e:MotorVehicles 2024-05-31 03000768 e:MotorVehicles 2023-05-31 03000768 e:MotorVehicles e:OwnedOrFreeholdAssets 2023-06-01 2024-05-31 03000768 e:FurnitureFittings 2023-06-01 2024-05-31 03000768 e:FurnitureFittings 2024-05-31 03000768 e:FurnitureFittings 2023-05-31 03000768 e:FurnitureFittings e:OwnedOrFreeholdAssets 2023-06-01 2024-05-31 03000768 e:OwnedOrFreeholdAssets 2023-06-01 2024-05-31 03000768 e:CurrentFinancialInstruments 2024-05-31 03000768 e:CurrentFinancialInstruments 2023-05-31 03000768 e:CurrentFinancialInstruments e:WithinOneYear 2024-05-31 03000768 e:CurrentFinancialInstruments e:WithinOneYear 2023-05-31 03000768 e:ReportableOperatingSegment1 2023-06-01 2024-05-31 03000768 e:ReportableOperatingSegment1 2022-06-01 2023-05-31 03000768 e:ReportableOperatingSegment2 2023-06-01 2024-05-31 03000768 e:ReportableOperatingSegment2 2022-06-01 2023-05-31 03000768 f:UnitedKingdom 2023-06-01 2024-05-31 03000768 f:UnitedKingdom 2022-06-01 2023-05-31 03000768 f:RestEuropeOutsideUK 2023-06-01 2024-05-31 03000768 f:RestEuropeOutsideUK 2022-06-01 2023-05-31 03000768 e:UKTax 2023-06-01 2024-05-31 03000768 e:UKTax 2022-06-01 2023-05-31 03000768 e:ShareCapital 2024-05-31 03000768 e:ShareCapital 2023-05-31 03000768 e:SharePremium 2023-06-01 2024-05-31 03000768 e:SharePremium 2024-05-31 03000768 e:SharePremium 2023-05-31 03000768 e:RetainedEarningsAccumulatedLosses 2023-06-01 2024-05-31 03000768 e:RetainedEarningsAccumulatedLosses 2024-05-31 03000768 e:RetainedEarningsAccumulatedLosses 2022-06-01 2023-05-31 03000768 e:RetainedEarningsAccumulatedLosses 2023-05-31 03000768 e:RetainedEarningsAccumulatedLosses 2022-06-01 03000768 e:AcceleratedTaxDepreciationDeferredTax 2024-05-31 03000768 e:AcceleratedTaxDepreciationDeferredTax 2023-05-31 03000768 e:TaxLossesCarry-forwardsDeferredTax 2024-05-31 03000768 e:TaxLossesCarry-forwardsDeferredTax 2023-05-31 03000768 d:OrdinaryShareClass1 2023-06-01 2024-05-31 03000768 d:OrdinaryShareClass1 2024-05-31 03000768 d:OrdinaryShareClass1 2023-05-31 03000768 d:FRS102 2023-06-01 2024-05-31 03000768 d:Audited 2023-06-01 2024-05-31 03000768 d:FullAccounts 2023-06-01 2024-05-31 03000768 d:PrivateLimitedCompanyLtd 2023-06-01 2024-05-31 03000768 e:Subsidiary1 2023-06-01 2024-05-31 03000768 e:Subsidiary1 1 2023-06-01 2024-05-31 03000768 e:WithinOneYear 2024-05-31 03000768 e:WithinOneYear 2023-05-31 03000768 e:BetweenOneFiveYears 2024-05-31 03000768 e:BetweenOneFiveYears 2023-05-31 03000768 2 2023-06-01 2024-05-31 03000768 6 2023-06-01 2024-05-31 03000768 e:MotorVehicles e:LeasedAssetsHeldAsLessee 2024-05-31 03000768 e:MotorVehicles e:LeasedAssetsHeldAsLessee 2023-05-31 03000768 e:LeasedAssetsHeldAsLessee 2024-05-31 03000768 e:LeasedAssetsHeldAsLessee 2023-05-31 03000768 g:PoundSterling 2023-06-01 2024-05-31 xbrli:shares iso4217:GBP xbrli:pure
Company registration number: 03000768







ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 MAY 2024


AIRWAVE EUROPE LTD






































img4a9a.png                        

 


AIRWAVE EUROPE LTD
 


 
COMPANY INFORMATION


Directors
P Dellow 
D Fogelman 
R Wickings 




Registered number
03000768



Registered office
The Pavilion
Botleigh Grange Business Park

Hedge End

Southampton

SO30 2AF




Trading Address
Lime Place
Rosier Business Park

Billingshurst

West Sussex

RH14 9DE






Independent auditors
Menzies LLP
Chartered Accountants & Statutory Auditor

Lynton House

7-12 Tavistock Square

London

WC1H 9LT





 


AIRWAVE EUROPE LTD
 



CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3 - 4
Independent Auditors' Report
5 - 8
Statement of Income and Retained Earnings
9
Statement of Financial Position
10
Notes to the Financial Statements
11 - 21


 


AIRWAVE EUROPE LTD
 


 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MAY 2024

Introduction
 
The directors present the strategic report for the year ended 31 May 2024.

Business review
 
Airwave Europe Ltd continued to be a leading provider of AV and IP solutions, catering to a diverse range of sectors, including hospitality, healthcare, leisure, retail, and student accommodation. Our partnerships with industry-leading brands such as Samsung, LG, and Philips make us the largest supplier to the UK hospitality sector, with our equipment installed in one out of every six hotel rooms across the country. 
For the year ended 31st May 2024, we expanded our maintenance customer base, achieving a 13% growth in sales. Despite economic pressures, including inflation, rising material costs, and higher insurance premiums, our gross profit margin remained stable at 28.3%.
We remain committed to our long-term strategic vision of becoming the 'go-to' company for screen media, digital connectivity, and network integration. Through continued innovation in our products and service offerings, we aim to meet the evolving needs of our diverse customer base.

Principal risks and uncertainties
 
Management consider the reliance on the UK hospitality sector as a risk. To mitigate this risk management continue to take steps to increase the amount of business undertaken in the healthcare market, growing its coverage in mainland Europe, as well as making use of the Group’s supply chain relationships in the Republic of Ireland. New technologies continue to be both a risk, and opportunity, for the company. The directors invest substantial time and resource keeping abreast of new developments to mitigate any potential risks and maximise any opportunities.
Liquidity risk
Liquidity and cash flow risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities and exposure to variability in cash flows. The company aims to mitigate these risks by closely monitoring and actively managing cash generation from its operations.
Credit risk
The company places its cash with creditworthy institutions and performs ongoing credit evaluations of its debtors' financial condition. The carrying amount of cash and debtors represent the maximum credit risk that the company is exposed to. Trade debtors are reviewed on a regular basis and provision is made for doubtful debts when necessary. All customers who wish to trade on credit terms are subject to credit verification procedures.
Pricing risk
The directors consider the company faces the usual pricing risk of any other company operating in a competitive, commercial environment. The company ensures it continues to offer competitive pricing whilst at the same time maintaining its high standard of customer service.

Financial key performance indicators
 
The directors use turnover growth, gross profit percentage and profit before tax as Key Performance Indicators for
the company.

2024
2023
Turnover Growth (year on year)

12.8%

(4.57%)
 
Gross Profit Margin

28.3%

28.6%
 
Profit before tax

£696k

£510k
 

Page 1

 


AIRWAVE EUROPE LTD
 



STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024


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



P Dellow
Director

Date: 29 January 2025

Page 2

 


AIRWAVE EUROPE LTD
 


 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MAY 2024

The Directors present their report and the financial statements for the year ended 31 May 2024.

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;

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.

Principal activity

The principal activity of the company continued to be that of providing AV and IP solutions.

Results and dividends

The profit for the year, after taxation, amounted to £709,329 (2023 - £488,934).

Ordinary dividends were paid amounting to £1,000,000 (2023: £500,000). The directors do not recommend payment of a further dividend.

Directors

The Directors who served during the year were:

P Dellow 
D Fogelman 
R Wickings 
H Mackenzie Smith (resigned 16 January 2024)

Future developments

Management expects the company to continue operating successfully in its chosen markets.

Research and development activities

The company undertakes research and development in the area of development of airtime apps for cloud based movie streaming.

Page 3

 


AIRWAVE EUROPE LTD
 


 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024

Matters covered in the Strategic Report

The Company has chosen in accordance with Section 414C(II) of the Companies Act 2006 (Strategic Report and Directors’ Report) Regulations 2013 to set out within the Company’s Strategic Report, the information required by Schedule 7 of the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulation 2008. This includes information that would have been included in the Directors' Report, such as the business review and details of the principal risks and uncertainties.

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

There have been no significant events affecting the Company since the year end.

Auditors

The auditorsMenzies LLPwill 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.
 





P Dellow
Director

Date: 29 January 2025

Page 4

 


AIRWAVE EUROPE LTD
 

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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRWAVE EUROPE LTD

Opinion


We have audited the financial statements of Airwave Europe Ltd (the 'Company') for the year ended 31 May 2024, which comprise the Statement of Income and Retained Earnings, the Statement of Financial Position 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 May 2024 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 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

 


AIRWAVE EUROPE LTD


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRWAVE EUROPE LTD (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

 


AIRWAVE EUROPE LTD


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRWAVE EUROPE LTD (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:

The Company is subject to laws and regulations that directly affect the financial statements including financial reportinglegislation. We determined that the following laws and regulations were most significant including:

 The Companies Act 2006
 Financial Reporting Standard 102
UK employment legislation
 UK tax legislation

We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financialstatement items.

We understood how the Company is complying with those legal and regulatory frameworks by, making inquiries tomanagement and those responsible for legal and compliance procedures. We corroborated our inquiries through our reviewof relevant documentation.

The engagement partner assessed whether the engagement team collectively had the appropriate competence andcapabilities to identify or recognise non-compliance with laws and regulations. No issues were identified in this area .
We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud mightoccur. Audit procedures performed by the engagement team included:

 Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;
 Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; 
Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.

 Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.
As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:

Posting of unusual journals and complex transactions; or
The use of management override of controls to manipulate results, or to cause the Company to enter into transactions not in its best interests


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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.


Page 7

 


AIRWAVE EUROPE LTD


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRWAVE EUROPE LTD (CONTINUED)

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.





Robin Hopkins FCA (Senior Statutory Auditor)
  
for and on behalf of
Menzies LLP
 
Chartered Accountants
Statutory Auditor
  
Lynton House
7-12 Tavistock Square
London
WC1H 9LT

31 January 2025
Page 8

 


AIRWAVE EUROPE LTD
 


 
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 MAY 2024

2024
2023
Note
£
£

  

Turnover
 4 
14,857,909
13,167,833

Cost of sales
  
(10,653,679)
(9,403,793)

Gross profit
  
4,204,230
3,764,040

Administrative expenses
  
(3,606,446)
(3,386,695)

Other operating income
 5 
98,225
132,274

Operating profit
 6 
696,009
509,619

Interest receivable and similar income
  
287
-

Interest payable and similar expenses
  
-
(103)

Profit before tax
  
696,296
509,516

Tax on profit
 9 
13,033
(20,582)

Profit after tax
  
709,329
488,934

  

  

Retained earnings at the beginning of the year
  
2,846,957
2,858,023

  
2,846,957
2,858,023

Profit for the year
  
709,329
488,934

Dividends declared and paid
  
(1,000,000)
(500,000)

Retained earnings at the end of the year
  
2,556,286
2,846,957
The notes on pages 11 to 21 form part of these financial statements.

Page 9

 


AIRWAVE EUROPE LTD
REGISTERED NUMBER:03000768



STATEMENT OF FINANCIAL POSITION
AS AT 31 MAY 2024

2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 11 
218,152
131,241

Investments
 12 
35,117
35,117

  
253,269
166,358

Current assets
  

Stocks
 13 
1,347,730
1,242,978

Debtors: amounts falling due within one year
 14 
6,046,982
4,399,179

Cash at bank and in hand
  
874,377
1,354,831

  
8,269,089
6,996,988

Creditors: amounts falling due within one year
 15 
(5,851,307)
(4,225,774)

Net current assets
  
 
 
2,417,782
 
 
2,771,214

Total assets less current liabilities
  
2,671,051
2,937,572

Provisions for liabilities
  

Deferred tax
 16 
(46,458)
(22,308)

  
 
 
(46,458)
 
 
(22,308)

Net assets
  
2,624,593
2,915,264


Capital and reserves
  

Called up share capital 
 17 
132
132

Share premium account
 18 
68,175
68,175

Profit and loss account
 18 
2,556,286
2,846,957

  
2,624,593
2,915,264


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




P Dellow
Director

Date: 29 January 2025

The notes on pages 11 to 21 form part of these financial statements.

Page 10

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

1.


General information

Airwave Europe Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Pavillion, Botley Grange Business Park, Hedge End, Southampton, SO30 2AF.

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 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 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of SCCI Group Limited as at 31 May 2024 and these financial statements may be obtained from Companies House.

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Page 11

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

2.Accounting policies (continued)

 
2.4

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 from the sale of goods is recognised on transfer of ownership. Revenue from services is recognised in line with the work carried out.

 
2.5

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.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
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.

 
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 Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

Page 12

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

2.Accounting policies (continued)

 
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 reporting 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 reporting 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 reporting date.

 
2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Leasehold improvements
-
over the remaining term of the lease
Plant and machinery
-
25% Straight Line
Motor vehicles
-
25% Straight Line
Fixtures and fittings
-
25% Reducing balance and 33% Straight Line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 13

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

2.Accounting policies (continued)

 
2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.12

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.13

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.

 
2.14

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 instruments are recognised in the Company's Statement of Financial Position when the Company becomes party to the contractual provisions of the instrument.

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.

 
2.15

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 14

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Stock provisions
Stock is reviewed based on the ageing of items held and a provision is made for any stock where it is considered to have a net realisable value less than cost.


4.


Turnover

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


2024
2023
£
£

Sale of goods
14,108,676
12,499,926

Rendering of services
749,233
667,907

14,857,909
13,167,833


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
14,147,241
12,567,398

Rest of Europe
710,668
600,435

14,857,909
13,167,833



5.


Other operating income

2024
2023
£
£

Management charge
98,225
132,274

98,225
132,274


Page 15

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

6.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Exchange differences
11,380
439

Other operating lease rentals
133,546
117,666


7.


Auditors' remuneration

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


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
13,250
8,800


8.


Employees

Staff costs were as follows:


2024
2023
£
£

Wages and salaries
2,535,901
2,247,943

Social security costs
294,846
268,569

Cost of defined contribution scheme
67,546
63,047

2,898,293
2,579,559


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


        2024
        2023
            No.
            No.







Distribution
26
24



Administration
22
22

48
46

Page 16

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

9.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
-
27,341

Adjustments in respect of previous periods
(37,183)
-


Total current tax
(37,183)
27,341

Deferred tax


Origination and reversal of timing differences
24,150
(6,759)

Total deferred tax
24,150
(6,759)


Tax on profit
(13,033)
20,582

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2023 - lower than) the standard rate of corporation tax in the UK of 25% (2023 - 20%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
696,296
509,516


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 20%)
174,074
101,903

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
639
1,381

Capital allowances for year in excess of depreciation
1,638
(2,654)

Adjustments to tax charge in respect of prior periods
(37,183)
-

Tax rate change
-
(1,337)

Group relief
(152,201)
(78,711)

Total tax charge for the year
(13,033)
20,582


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 17

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

10.


Dividends

2024
2023
£
£


Final paid
1,000,000
500,000

1,000,000
500,000


11.


Tangible fixed assets





Leasehold improvement
Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£
£
£
£
£



Cost or valuation


At 1 June 2023
145,533
35,579
177,206
150,235
508,553


Additions
25,550
3,779
132,958
13,755
176,042


Disposals
-
-
(36,283)
-
(36,283)



At 31 May 2024

171,083
39,358
273,881
163,990
648,312



Depreciation


At 1 June 2023
138,680
24,520
83,980
130,132
377,312


Charge for the year on owned assets
6,550
5,546
47,497
15,351
74,944


Disposals
-
-
(22,096)
-
(22,096)



At 31 May 2024

145,230
30,066
109,381
145,483
430,160



Net book value



At 31 May 2024
25,853
9,292
164,500
18,507
218,152



At 31 May 2023
6,853
11,059
93,226
20,103
131,241

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2024
2023
£
£



Motor vehicles
-
1,494

-
1,494

Page 18

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

12.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 June 2023
35,117



At 31 May 2024
35,117





Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Airwave Europe GmbH
Schloßschmidstraße 5, 80639 Munich, Germany
Ordinary
100%


13.


Stocks

2024
2023
£
£

Finished goods and goods for resale
1,347,730
1,242,978

1,347,730
1,242,978



14.


Debtors

2024
2023
£
£


Trade debtors
1,554,202
1,522,064

Amounts owed by group undertakings
2,603,713
897,737

Other debtors
216,086
134,973

Prepayments and accrued income
1,672,981
1,844,405

6,046,982
4,399,179


Page 19

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

15.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
3,888,401
927,736

Amounts owed to group undertakings
69,164
142,984

Corporation tax
-
41,118

Other taxation and social security
56,767
56,149

Obligations under finance lease and hire purchase contracts
438
438

Other creditors
24,836
1,131,032

Accruals and deferred income
1,811,701
1,926,317

5,851,307
4,225,774


Included within other creditors is £20,099 (2023 - £19,772) in relation to pension contributions.


16.


Deferred taxation




2024


£






At beginning of year
(22,308)


Charged to profit or loss
(24,150)



At end of year
(46,458)

The provision for deferred taxation is made up as follows:

2024
2023
£
£


Accelerated capital allowances
(47,696)
(23,494)

Retirement benefit obligations
1,238
1,186

(46,458)
(22,308)


17.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



13,159 (2023 - 13,159) Ordinary shares of £0.01 each
132
132


Page 20

 


AIRWAVE EUROPE LTD
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024

18.


Reserves

Share premium account

This reserve records the amount above the nominal value received for shares sold, less transaction costs.

Profit and loss account

This reserve records retained earnings and accumulated losses.


19.


Commitments under operating leases

At 31 May 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
£
£


Not later than 1 year
117,732
129,598

Later than 1 year and not later than 5 years
105,767
88,658

223,499
218,256


20.Other financial commitments

Loans included within entities of the group that the Company is a part are secured by fixed and floating charges over the assets of the Company and the group. At the year end the loans amounted to £66,833,106 (2023: £Nil).


21.


Related party transactions

During the year, Airwave Europe Limited traded with Switchsure Finance Limited, a fellow subsidiary not under full control of the group. Sales of £343,004 (2023: £532,531) were made to Switchsure Finance Limited and purchases of £4,118 (2023: £20,592). At the balance sheet date, the company was owed £28,437 (2023: £82,448 by Switchsure Finance Limited) by Switchsure Finance Limited. 


22.


Controlling party

The immediate parent company is SCCI Alphatrack Limited and the ultimate parent company is Project Wexler Topco Limited.  Both companies registered office is the same as the Company.
The smallest group into which the Company is consolidated is that headed by SCCI Group Limited, also with the same registered office.  The largest group into which the Company is consolidated is that headed by Project Wexler Topco Limited. A copy of the consolidated accounts are available from Companies House on request. 
The Company's ultimate controlling party is Cadence Wexler GP LLP, an entity located in the United Kingdom.

 
Page 21