Registered number: 06763257
THE CAMBRIDGE SATCHEL COMPANY LIMITED
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
COMPANY INFORMATION
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J Deane (resigned 27 September 2022)
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G Zocco (resigned 2 August 2022)
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F Ayoub (resigned 2 August 2022)
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W H Haitink (resigned 2 August 2022)
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C De Koenigswarter (appointed 2 August 2022)
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Y Delmas (appointed 2 August 2022, resigned 18 October 2022)
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Chartered Accountants & Statutory Auditor
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
REGISTERED NUMBER: 06763257
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
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Debtors: amounts falling due after more than one year
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Provisions for liabilities
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
REGISTERED NUMBER: 06763257
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2023
The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 3 to 16 form part of these financial statements.
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
The principal activity of The Cambridge Satchel Company Limited ('the Company') is the manufacture and retail of leather goods and accessories under the The Cambridge Satchel Company brand.
The company is a private company limited by shares and is incorporated in England and Wales. The address of its Registered Office is Lower Ground 5, Copley Hill Business Park, Cambridge Road, Babraham, CB22 3GN.
2.Accounting policies
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Basis of preparation of financial statements
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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 disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view..
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.
The following principal accounting policies have been applied:
The financial statements have been prepared on the going concern status, which assumes that the Company will continue to trade for the foreseeable future, being a period of at least twelve months from the date of approval of these financial statements, and will be able to meet its debts as they fall due.
On the basis of the working capital available over the next 12 months, the detailed cash forecasting and budgeting, together with the ongoing support of Directors and shareholders, the Directors are confident of the Company's ability to continue trading as a going concern for at least 12 months from the date of signing these financial statements.
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Foreign currency translation
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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.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
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. The following criteria must also be met before revenue is recognised:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Company has transferred the significant risks and rewards of ownership to the buyer;
∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Company will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
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Operating leases: the Company as lessee
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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.
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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.
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.
Goodwill
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Statement of Comprehensive Income over its useful economic life.
Other intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
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.
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Tangible fixed assets (continued)
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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:
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Long-term leasehold property
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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.
Investments in subsidiaries are measured at cost less accumulated impairment.
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.
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Cash and cash equivalents
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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.
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Classification of financial instruments issued by the company
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In accordance with FRS 102.22, financial instruments issued by the Company are treated as equity only to the extent that they meet the following two conditions:
1) they include no contractual obligations upon the parent Company to deliver cash or other financial assets or to exchange financial assets or financial liabilities with another party under conditions that are potentially unfavourable to the company; and
2) where the instrument will or may be settled in the parent Company's own equity instruments, it is either a non-derivative that includes no obligation to deliver a variable number of the parent Company's own equity instruments or is a derivative that will be settled by the companies exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments.
To the extent that this definition is not met, the proceeds of issue are classified as a financial liability. Where the instrument so classified takes the legal form of the Company's own shares, the amounts presented in these financial statements for called up share capital and share premium account exclude amounts in relation to those shares.
A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the reporting date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the reporting date.
The Company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors and loans to related parties.
(i) Financial assets
Basic financial assets, including trade and other debtors, and amounts due from related companies, are initially recognised at transaction price, 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.
Such assets are subsequently carried at amortised cost using the effective interest method.
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the Consolidated Statement of Comprehensive Income.
Investments in equity instruments are measured initially at fair value, which is normally the transaction price. Transaction costs are excluded if the investments are subsequently measured at fair value through the Consolidated Statement of Comprehensive Income. Subsequent to initial recognition investments that can be measured reliably are measured at fair value with changes recognised in the Consolidated Statement of Comprehensive Income. Other investments are measured at cost less impairment in the Consolidated Statement of Comprehensive Income.
(ii) Financial liabilities
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Financial instruments (continued)
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Basic financial liabilities, including trade and other creditors and accruals, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
(iii) Offsetting
Financial assets and liabilities are offset and 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.
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The average monthly number of employees, including the Directors, during the 18 month period was as follows:
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18 months ended
31 December
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
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Charge for the 18 month period on owned assets
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
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Long-term leasehold property
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Computer equipment and software
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Charge for the 18 month period on owned assets
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Investments in subsidiary companies
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
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Raw materials and consumables
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Work in progress (goods to be sold)
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Finished goods and goods for resale
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Due after more than one year
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Prepayments and accrued income
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Obligations under finance lease and hire purchase contracts
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Accruals and deferred income
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The following liabilities were secured:
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Net obligations under finance lease
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Details of security provided:
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The liabilities under the finance leases are secured by way of fixed and floating charges over all assets other than the non-vesting debtors, other debtors and stock.
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
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Creditors: Amounts falling due after more than one year
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Net obligations under finance leases and hire purchase contracts
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Other creditors comprised of convertible debt of £2,000,000 with interest accruing at 8% over three years. Subject to market conditions, the principal and interest will convert into the most senior class of shares in issue as at the date of conversion.
This creditor was paid in the current period.
The liabilities under the finance leases are secured by way of fixed and floating charges over all assets other than the non-vesting debtors, other debtors and stock.
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Provision for old payables
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Provision for Distance VAT
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Charged to profit or loss
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Utilised in 18 month period
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Allotted, called up and fully paid
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50,832,597 (2022 - 25,265,000) Ordinary shares of £0.0001 each
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0 (2022 - 12,630,000) Series A shares of £0.0001 each
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0 (2022 - 12,633,300) Series B shares of £0.0001 each
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
13.Share capital (continued)
On 2 August 2022, each Series A share of £0.0001 and each Series B shares of £0.0001 were converted into an ordinary share of £0.0001. On the same date, an aggregate of 299,264 ordinary shares of £0.0001 each were allotted. Ordinary shares have full voting, dividends and capital distribution (including on winding up) rights subject to the liquidation preference set out in the articles of association of the company.
The Company operates defined contribution pension schemes for its employees. The assets of the schemes are held separately from those of the Company in independently administered funds. The unpaid contributions at the year end, included in other creditors are £10,878 (2022: £8,324).
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Related party transactions
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The company has taken advantage of the exemption conferred by Section 33.1A of Financial Reporting Standard 102: Related Party Disclosures, from the requirement to disclose transactions with other wholly owned group undertakings.
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The ultimate controlling party of the Company at the reporting date is Chargetex 39 S.A.R.L, a company incorporated in France.
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
The auditors' report on the financial statements for the 18 month period ended 31 December 2023 was qualified.
The qualification in the audit report was as follows:
Disclaimer of Opinion
We were engaged to audit the financial statements of The Cambridge Satchel Company Limited (the 'Company') for the period ended 31 December 2023, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, 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).
We do not express an opinion on the accompanying financial statements of the Company. Because of the significance of the matters described in the Basis for Disclaimer of Opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.
Basis for disclaimer of opinion
The company was not subject to an audit for the year to 30 June 2022, and as a result, we did not observe the counting of physical inventories for the opening balance sheet included in the financial statements at a value of £607,328. In addition to this, while we did perform procedures to count the company’s physical inventories at 31 December 2023 of £1,210,828, we were not aware at the time that the company held a material amount of stock overseas at the year-end date, resulting in £304,782 of closing stock remaining outside of our physical counting procedures. Due to the timing of this discovery, it was not possible to make alternative arrangements for the counting of this stock at 31 December 2023. We were therefore unable to satisfy ourselves through alternative procedures of the existence of stock at 30 June 2022 and 31 December 2023.
Separately to this, our review of the unaudited opening balances at 1 July 2022 identified that the directors had included accruals and provisions in the closing financial statements of 30 June 2022 in the order of £1m, but we were unable to verify how these balances would have met the recognition criteria set out in Financial Reporting Standard 102, Section 21: Provisions and Contingencies at 30 June 2022. These were corrected by the directors in the period to 31 December 2023, but as current year adjustments rather than as prior year adjustments, therefore reducing current year administrative expenses and increasing reported profit for the period under review. We consider that a prior year adjustment for these items was the appropriate accounting treatment, and disagree with the accounting treatment selected by the directors. Our review of opening balances suggested there may be additional amounts accounted for by the directors in this way, but we were not able to quantify the resultant adjustment.
As a result of these matters, we were unable to determine whether any adjustments might have been found necessary in respect of current year reported Statement of Comprehensive Income, over any of the opening balances at 1 July 2022, nor over the existence of closing stock at 31 December 2023. The impact of this is considered pervasive and material to the financial statements for the year, and we can give no opinion in relation to the financial statements in this regard.
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THE CAMBRIDGE SATCHEL COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 18 MONTH PERIOD ENDED 31 DECEMBER 2023
Matters on which we are required to report by exception
Notwithstanding our disclaimer of an opinion on the financial statements in the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit performed subject to the pervasive limitation described above, we have not identified material misstatements in the Directors' Report.
Arising from the limitation of our work referred to above:
∙we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and
∙we were unable to determine whether adequate accounting records have been kept.
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:
∙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
∙the Directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' Report and from the requirement to prepare a Strategic Report.
The audit report was signed on 25 February 2025 by Myfanwy Neville FCA (Senior Statutory Auditor) on behalf of BKL Audit LLP.
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