Registered number:
FOR THE YEAR ENDED 31 JULY 2024
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HURON MIDCO LIMITED
COMPANY INFORMATION
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HURON MIDCO LIMITED
CONTENTS
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HURON MIDCO LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2024
The directors present the Strategic Report for the year ended 31st July 2024.
The company is an intermediate holding company in the Huron Topco group of companies (see Note 15) and records interest expenditure on loan notes issued by the shareholders.
Principal Activity The principal activity of the Huron Topco group is the provision of school group travel arrangements on a worldwide basis across a range of educations, language, music, sport and ski tours.
As an intermediate holding company, the main risks relate to the future performance of the subsidiary undertakings. Further details of the risks facing those businesses is contained in the respective statutory accounts of the subsidiary undertakings.
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HURON MIDCO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2024
The company is ineligible for medium-sized company exemptions under section 467 of Companies Act. Therefore, large company accounts have been prepared. Large companies are required to publish a statement setting out how the Board have complied with Section 172(1) of the Companies Act 2006, this requires the Board to act in a manner they consider would most likely promote the success of the group for the benefit of its members as a whole, and in doing so having regard to:
• likely consequences of any decisions in the long term; • interest of employees; • need to foster close business relationships with customers, suppliers and others • impact of the group’s operations on the community and environment • maintaining a reputation for high standard of business conduct • acting fairly in regard to all members of the company Directors’ Statement as required by section 414CZA of The Companies Act 2006 This report sets out how the directors comply with the requirement of Section 172 Companies Act 2006 and how these requirements have impacted on the Board’s decision making throughout 2023-24. The key matters that the directors report on when undertaking their duties are: The likely consequence of any decision in the long term. The business is operated within tight budgetary guidelines and, as part of regular monitoring, looks out for external events that may materially impact the business and develops mitigation plans to offset any adverse impacts or take advantage of growth opportunities. The interest of the company’s employees. The company’s employees are fundamental to the long-term success of the business. The company aims to be a responsible employer in the approach to pay and benefits the employees receive. All employees have objectives and personal development plans which enable them to further their careers within the business. An annual survey is conducted to measure the engagement of the employees and follow up plans are put in place to improve this on a yearly basis. The need to foster the company’s business relationships with suppliers, customers and others. Delivery of excellent service to our customers is key to the success of the business in order to retain, grow and acquire new business. The company conducts regular client satisfaction surveys and monitors department performance against these surveys. The company maintains excellent relationships with all its suppliers and conducts regular supplier reviews to monitor performance. The impact of the company’s operations on the community and environment. The company encourages all its employees to get involved in charitable projects to improve the places where they live and work. The desirability of the company maintaining a reputation for high standards of business conduct. The directors take the reputation of the company seriously which is not limited to only operational and financial performance. The company regularly reviews its policies to ensures they remain appropriate as the business develops and grows.
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HURON MIDCO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2024
The need to act fairly between members. The intentions of the Board of Directors are to behave responsibly toward stakeholders and treat them fairly and equally so they too may benefit from the successful delivery of the Board’s plan.
This report was approved by the board on 30 January 2025 and signed on its behalf.
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HURON MIDCO LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JULY 2024
The directors present their report and the financial statements for the year ended 31 July 2024.
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 judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 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.
The directors who served during the year were:
(2023: £nil).
Where necessary, disclosures relating to future developments, results and dividends have been made in the Strategic Report and have not been repeated here in accordance with Section 414C of the Companies Act 2006.
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HURON MIDCO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2024
There have been no significant events affecting the Company since the year end.
The auditors, Xeinadin Audit Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on
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HURON MIDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HURON MIDCO LIMITED
UNDER SECTION 449 OF THE COMPANIES ACT 2006
We have audited the financial statements of Huron Midco Limited (the 'Company') for the year ended 31 July 2024, which comprise the Profit and loss account, 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 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.
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.
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HURON MIDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HURON MIDCO LIMITED (CONTINUED)
UNDER SECTION 449 OF THE COMPANIES ACT 2006
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 Report. 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. 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.
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.
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.
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HURON MIDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HURON MIDCO LIMITED (CONTINUED)
UNDER SECTION 449 OF THE COMPANIES ACT 2006
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:
∙ Enquiry of management and those charged with governance around actual and potential litigation and
claims;
∙Reviewing minutes of meetings of those charged with governance;
∙ Performing audit work over the risk of management override of controls, including testing of journal entries
and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;
∙ Enquiry of management and those charged with governance to identify any instances of non-compliance
with laws and regulations.
The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. Secondly, the Company is subject to many other laws and regulations where the consequence of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance the imposition of fines or litigation or the loss of the Company’s license to operate. We identified the following areas as those most likely to have such an effect: health and safety including data protection laws, employment law compliance recognising the nature of the Company’s activities. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach. 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. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
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HURON MIDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HURON MIDCO LIMITED (CONTINUED)
UNDER SECTION 449 OF THE COMPANIES ACT 2006
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.
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 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.
for and on behalf of
Chartered Accountants
Statutory Auditor
Becket House
36 Old Jewry
London
EC2R 8DD
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HURON MIDCO LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 JULY 2024
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HURON MIDCO LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JULY 2024
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HURON MIDCO LIMITED
REGISTERED NUMBER: 14026857
STATEMENT OF FINANCIAL POSITION
AS AT 31 JULY 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 15 to 20 form part of these financial statements.
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HURON MIDCO LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2024
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HURON MIDCO LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2023
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HURON MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024
Huron Midco Limited is a private company incorporated in the United Kingdom.
The registered office and principal place of business is 35 Churchill Park Colwick Business Estate, Nottingham, United Kingdom, NG4 2HF. The principal activity of the company is that of an intermediate holding company for its investments. The principal activity of the group of which the company is the parent is the provision of school group travel arrangements on a worldwide basis across a range of educational, language, music, sport and ski tours.
2.Accounting policies
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 judgment in applying the Company's accounting policies (see note 3).
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 Huron Topco Limited as at 31st July 2024 and these financial statements may be obtained from its registered office, 35 Churchill Park, Colwick Business Estate, Nottingham, NG4 2HF.
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.
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HURON MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024
2.Accounting policies (continued)
The Huron Topco group has continued to see significant bookings for the 2024-25 financial year and a strong start to bookings for the 2025 - 26 financial year. There is also a considerable internal focus on investing in systems, streamlining processes and training to deliver higher levels of customer service and internal operational efficiencies. In addition, schools and the Government are still encouraging learning outside of the classroom and school trips. It is for these reasons, alongside the support from Literacy Capital Plc, that the directors are confident that the company will have adequate resources to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.
The Company only enters into basic financial instrument transactions that result in the recognition of
financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares. Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or income as appropriate. The company does not currently apply hedge accounting for interest rate and foreign exchange derivatives.
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HURON MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024
The estimates and underlying assumption 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.
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HURON MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024
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HURON MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024
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HURON MIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024
Profit and loss account
The ultimate controlling party is Literacy Capital Plc, by virtue of its controlling interest in the intermediary parent company, Huron Topco Limited.
The immediate parent undertaking is Huron Topco Limited. The largest group to consolidate these financial statements is Huron Topco Limited. Copies of the group financial statements for Huron Topco Limited can be obtained from its registered office: 35 Churchill Park, Colwick Business Estate, Nottingham, NG4 2HF.
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