Company registration number 10477055 (England and Wales)
TSG UK INVESTMENT HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
TSG UK INVESTMENT HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr W B Kanders
Mr C Appleby
Mr B Browers
Mr B E Williams
Secretary
Mr J C Salvador
Company number
10477055
Registered office
Suites C, D, E & F
14th Floor, The Plaza
100 Old Hall Street
Liverpool
England
L3 9QJ
Auditor
Mitchell Charlesworth (Audit) Limited
Suites C, D, E & F
14th Floor, The Plaza
100 Old Hall Street
Liverpool
England
L3 9QJ
TSG UK INVESTMENT HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 31
TSG UK INVESTMENT HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present the strategic report for the year ended 31 December 2023.

Review of the business

The principal activity of the Company is the holding company of a Group. Group activities include the manufacture and supply of personal protective products to both the Military, Police Forces, Emergency Services amongst a wide variety of customers across the globe. We undertake all aspects of the manufacturing process – by sourcing and processing raw materials to produce high quality personal protection products sell to global markets. We operate in one manufacturing site and have customers worldwide, including territorial distributors who sell on our behalf and also direct end user connections with central government departments, Military procurement teams, and Police forces.

 

Our mission, Together, We Save Lives, is much more than a statement; it is a creed we live by.

 

Innovation. Performance. Excellence. Legacy. At The Safariland Group we live these values every day. We live them when we empower over two thousand people to design, engineer, research and deliver our protective equipment products to those that keep us safe. We live them as we continuously seek new innovations to add to the premier group of Safariland product lines that protect law enforcement, military and security professionals. We live them when we help save lives. Our Safariland SAVES CLUB® has chronicled and honored over 2,149 public safety professionals whose lives have been saved, in part through using our products. We’re proud of who we are and what we do.

 

Business review

During the 12 month period under review, the Group generated gross profit of £1,074,485 (Year ended 31 December 2022- £1,717,924. The gross profit margin stands at 11.3% (Year ended 31 December 202212.7%). The reduction in margin and the net loss for the year has arisen as a result of the deferral of significant contract which the group had geared up for.

 

The directors have taken the decision to write off £10,387,497 of goodwill arising on the historic acquisition of subsidiaries. Whilst the directors are of the opinion that the UK activities enhance the value of the global brand and products, the recent losses of the UK group results in the conclusion that the goodwill be impaired.

 

The Group has net liabilities of £19,729,204 after the goodwill write off (2022 - £5,607,875) but despite this, maintains strong liquidity, when considered alongside the support of the the ultimate parent undertaking and other group entities. A strong growth strategy and managed exposure to market focuses in times of economic uncertainty, means forecast levels of growth are attainable.

 

The loss in the year is as a result of delays in the award of key contracts in both the UK and overseas. We are confident that our strong local distributor partnerships and our quality product will secure those contracts and we continue to develop product for local markets in the UK, and those factors combined will carry us to a break-even point and subsequent profitability. The company is ultimately managed by its parent company Cadre Holdings Inc, who supports ongoing national expansion and future opportunities for international growth.

 

Trading during the year was also impacted by a cyber incident, which affected the business mid- year.

 

The Group is managed by its parent company Cadre Holdings Inc. Despite the loss again this year, TSG UK Investment Holdings Limited and its subsidiaries form a key part of the overall groups ongoing national expansion and future opportunities for international growth.

 

TSG Investment Holdings Limited and its subsidiaries have the ongoing financial support of the group.

 

TSG UK INVESTMENT HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Principal risks and uncertainties

The Directors have set out below the principal risks facing the business. The Directors are of the opinion that a thorough risk management process is adopted which involved the formal review of all risks identified below. Where possible, processes are in place to monitor and mitigate such risks.

 

Macroeconomic conditions

The business has minimal exposure to economic risk, as most of the customer based is central government orientated and based on a robust compliance led due diligence process on each sales opportunity, however these are monitored and discussed on a regular basis.

 

Competition

The market in which the Group operates is competitive resulting in margin pressures. Our Unique Selling Point is the quality of our product, and these are discussed directly with customers to mitigate such risks.

 

Reputation risk from operation incidents

The Group's success is dependent on conducting its business quality standards safely and in accordance with applicable regulatory requirements. An adverse operation incident would potentially impact a users life and damage the Group commercially. The Group places emphasis on quality, health and safety of its operations which are constantly monitored by the Board. Policies and processes are in place to ensure our operations remain safe and compliant.

 

Recruitment and retention of key staff

Our success is dependent on recruitment and retaining the right people in all areas of our business. The failure to attract and retain personnel of the right caliber would have an adverse impact on the business. Succession and talent development is regularly discussed at Board level. The Group has a strategy in place attract, retain and motivate key individuals to ensure their commitment to ongoing success of the business.

 

Credit risk

Credit risk is the risk of financial loss to the Company if customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group's receivables from customers. The Group's exposure to credit risk is influenced mainly by the individual characteristics of each customer. Management also consider the factors that may influence the credit risk of the Group's customer base, including the default risk of the industry and country in which the customers operate. Standard terms for exports are advance payment, cleared prior to dispatch, together with domestic accounts with central government authorities. None of trade debt is covered by credit insurance, however the credit status of each new customer is reviewed before credit is advanced. This includes external credit referencing where possible. Outstanding balances are reviewed regularly by management.

 

Liquidity risk

The Group seeks to mitigate liquidity risk by closely managing cash flows and monitoring strong weekly KPls.

 

After a thorough review of the future operations of the business the financial statements have been prepared on a going concern basis. The Directors' assessment of the Company as a going concern is disclosed within the accounting policies.

 

Key performance indicators

The Group monitors its financial trading Key Performance lndicators (KPls) on a weekly and monthly basis via its internal management information systems. The main financial KPls produced and reviewed by the Group include:

 

•    Shipments and Bookings per week;

•    Inventory holdings;

•    Weekly Receivables, Payables and Cashflow

•    Total income and expenditure against budget.

TSG UK INVESTMENT HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
Other information and explanations

Future Developments

During the coming year the Group will further invest in its people, sites and infrastructure while continuing to create to serve its worldwide customer base with innovative and high quality products.

On behalf of the board

Mr C Appleby
Director
28 March 2025
TSG UK INVESTMENT HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -

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

Principal activities

The principal activity of the group continued to be that of manufacturing protective equipment products.

Results and dividends

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr W B Kanders
Mr C Appleby
Mr B Browers
Mr B E Williams
Auditor

The auditor, Mitchell Charlesworth (Audit) Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

The directors are responsible for preparing the Annual 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

TSG UK INVESTMENT HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
Strategic report

In accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors’ Report) regulations 2013 the company’s strategic report information required by schedule 7 of the Large and Medium-sized Companies and Groups (Financial Statements and Reports) Regulations 2008 is noted in the Strategic Report on page 1.

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future through the ongoing support of the parent undertaking.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Mr C Appleby
Director
28 March 2025
TSG UK INVESTMENT HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TSG UK INVESTMENT HOLDINGS LIMITED
- 6 -
Opinion

We have audited the financial statements of TSG UK Investment Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’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 group's and parent 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. We do however, draw attention to accounting policy 1.3 Going concern.

 

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 auditor's 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

TSG UK INVESTMENT HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TSG UK INVESTMENT HOLDINGS LIMITED
- 7 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their 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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 auditor's 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.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Extent to which the audit was considered capable of detecting irregularities, including fraud

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

 

TSG UK INVESTMENT HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TSG UK INVESTMENT HOLDINGS LIMITED
- 8 -

As a result of these 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:

 

(i) The presentation of the Profit and Loss Account, (ii) the accounting policy for revenue recognition (iii) stock valuation, (iv) understatement of creditors. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

 

We also obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act.

 

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.

Audit reponse to risks identified

Our procedures to respond to risks identified included the following:

 

 

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

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 is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

TSG UK INVESTMENT HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TSG UK INVESTMENT HOLDINGS LIMITED
- 9 -

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's 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.

Richard Johnson (Senior Statutory Auditor)
For and on behalf of Mitchell Charlesworth (Audit) Limited
28 March 2025
Accountants
Statutory Auditor
Suites C, D, E & F
14th Floor, The Plaza
100 Old Hall Street
Liverpool
England
L3 9QJ
TSG UK INVESTMENT HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
2023
2022
Notes
£
£
Turnover
3
9,530,787
13,517,323
Cost of sales
(8,456,302)
(11,799,399)
Gross profit
1,074,485
1,717,924
Administrative expenses
(2,842,420)
(4,830,367)
Other operating income
68,524
-
Operating loss
5
(1,699,411)
(3,112,443)
Interest receivable and similar income
8
4
-
0
Interest payable and similar expenses
9
(1,204,851)
(1,307,660)
Exceptional - impairment of goodwill
4
(10,387,497)
-
0
Loss before taxation
(13,291,755)
(4,420,103)
Tax on loss
10
(829,574)
13,532
Loss for the financial year
(14,121,329)
(4,406,571)
Loss for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
TSG UK INVESTMENT HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
12
-
0
10,405,727
Tangible assets
13
702,431
647,221
702,431
11,052,948
Current assets
Stocks
16
2,960,948
4,586,412
Debtors
17
6,665,422
8,786,844
Cash at bank and in hand
1,775,527
2,791,881
11,401,897
16,165,137
Creditors: amounts falling due within one year
18
(31,833,532)
(32,825,960)
Net current liabilities
(20,431,635)
(16,660,823)
Net liabilities
(19,729,204)
(5,607,875)
Capital and reserves
Called up share capital
21
1
1
Share premium account
4,373,114
4,373,114
Profit and loss reserves
(24,102,319)
(9,980,990)
Total equity
(19,729,204)
(5,607,875)

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 28 March 2025 and are signed on its behalf by:
28 March 2025
Mr C Appleby
Director
Company registration number 10477055 (England and Wales)
TSG UK INVESTMENT HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 12 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
14
91,268
18,333,180
Current assets
Debtors
17
53,440
669,575
Creditors: amounts falling due within one year
18
(21,384,046)
(20,196,683)
Net current liabilities
(21,330,606)
(19,527,108)
Net liabilities
(21,239,338)
(1,193,928)
Capital and reserves
Called up share capital
21
1
1
Share premium account
4,373,114
4,373,114
Profit and loss reserves
(25,612,453)
(5,567,043)
Total equity
(21,239,338)
(1,193,928)

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £20,045,410 (2022 - £1,288,280 loss).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 28 March 2025 and are signed on its behalf by:
28 March 2025
Mr C Appleby
Director
Company registration number 10477055 (England and Wales)
TSG UK INVESTMENT HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 January 2022
1
4,373,114
(5,574,419)
(1,201,304)
Year ended 31 December 2022:
Loss and total comprehensive income
-
-
(4,406,571)
(4,406,571)
Balance at 31 December 2022
1
4,373,114
(9,980,990)
(5,607,875)
Year ended 31 December 2023:
Loss and total comprehensive income
-
-
(14,121,329)
(14,121,329)
Balance at 31 December 2023
1
4,373,114
(24,102,319)
(19,729,204)
TSG UK INVESTMENT HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 January 2022
1
4,373,114
(4,278,763)
94,352
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
-
(1,288,280)
(1,288,280)
Balance at 31 December 2022
1
4,373,114
(5,567,043)
(1,193,928)
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
(20,045,410)
(20,045,410)
Balance at 31 December 2023
1
4,373,114
(25,612,453)
(21,239,338)
TSG UK INVESTMENT HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
24
(693,627)
1,607,329
Interest paid
(16,851)
(20,660)
Income taxes refunded
-
0
40,067
Net cash (outflow)/inflow from operating activities
(710,478)
1,626,736
Investing activities
Purchase of tangible fixed assets
(305,881)
(105,221)
Proceeds from disposal of tangible fixed assets
-
349,468
Interest received
5
-
0
Net cash (used in)/generated from investing activities
(305,876)
244,247
Financing activities
Repayment of bank loans
-
(95,202)
Net cash used in financing activities
-
(95,202)
Net (decrease)/increase in cash and cash equivalents
(1,016,354)
1,775,781
Cash and cash equivalents at beginning of year
2,791,881
1,016,100
Cash and cash equivalents at end of year
1,775,527
2,791,881
TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
1
Accounting policies
Company information

TSG UK Investment Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Suites C, D, E & F, 14th Floor, The Plaza, 100 Old Hall Street, Liverpool, England, L3 9QJ.

 

The group consists of TSG UK Investment Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company TSG UK Investment Holdings Limited together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.3
Going concern

Despite the losses in the current and prior years, and net liabilities at 31 December 2023 of £19,729,204, the directors have a reasonable expectation that at the time of approving the financial statements the company will continue in operational existence for the foreseeable future. This is based on the company having its own resources and continued support of group companies for cashflow funding as also referred to in the strategic report. Thus, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.5
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings
Over life of the lease
Plant and equipment
10% reducing balance or straight line 7-15 years
Computers
20% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.8
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.11
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
1.12
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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 profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies 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 payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable 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.

Other financial liabilities

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 finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.14
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 21 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.18
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
- 22 -
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.

Useful economic lives of fixed assets

The company depreciates tangible assets over their estimated useful lives. The estimation of the useful lives of assets is based on historic performance as well as expectations about future use and therefore requires assumptions to be applied by management. The actual lives of these assets can vary depending on a variety of factors, including technological innovation, product life cycles and maintenance programmes. Judgement is applied by the directors when determining the residual values for plant, machinery and equipment. When determining the residual value management assesses the amount that the company would currently obtain for the disposal of the asset, if it were already of the condition expected at the end of its useful economic life. Where possible this is done with reference to external market prices.

Recoverability of debtors

Bad debts are recognised where there are indicators of non-recoverability, and appropriate action has been taken to recover the debt unsuccessfully. When assessing recoverability, the directors consider factors such as the ageing of the receivables, past experience of recoverability, and the credit profile of individual groups of customers.

Slow moving and obsolete stocks

Stock provisions are recognised where there are indicators of recoverable value being lower than cost. In establishing the level of provisioning required, management consider discontinued lines, slow moving or obsolete stock, and use by date data from the stock system.

Impairment of fixed assets and investments

Where an indication of impairment exists, the directors will carry out an impairment review to determine the recoverable amount, which is the higher of fair value less cost to sell and value in use. The value in use calculation requires the directors to estimate the future cash flows expected to arise from the asset or the cash generating unit and a suitable discount rate in order to calculate present value.

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Sale of goods
9,530,787
13,517,323
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
4,971,812
6,326,598
Europe
2,282,542
2,339,657
Rest of the world
2,276,433
4,851,068
9,530,787
13,517,323
TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
3
Turnover and other revenue
(Continued)
- 23 -
2023
2022
£
£
Other revenue
Interest income
4
-
4
Exceptional item

The exceptional item relates to the impairment of goodwill referred to in note 11.

5
Operating loss
2023
2022
£
£
Operating loss for the year is stated after charging/(crediting):
Exchange (gains)/losses
(186,673)
149,020
Depreciation of owned tangible fixed assets
250,671
134,167
Profit on disposal of tangible fixed assets
-
(143,224)
Amortisation of intangible assets
18,230
1,521,161
Impairment of intangible assets
10,387,497
-
0
Operating lease charges
211,770
140,992
6
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
6,000
6,000
Audit of the financial statements of the company's subsidiaries
25,100
21,615
31,100
27,615
7
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
82
97
-
0
-
0
TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
7
Employees
(Continued)
- 24 -

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
1,755,533
2,833,590
-
0
-
0
Social security costs
263,048
268,501
-
-
Pension costs
49,774
53,079
-
0
-
0
2,068,355
3,155,170
-
0
-
0

The directors of the company are not remunerated by the UK group.

8
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
4
-
0
9
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
-
3,809
Interest payable to group undertakings
1,204,851
1,303,851
Total finance costs
1,204,851
1,307,660
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
-
0
(43,532)
Deferred tax
Origination and reversal of timing differences
669,574
30,000
Adjustment in respect of prior periods
160,000
-
0
Total deferred tax
829,574
30,000
Total tax charge/(credit)
829,574
(13,532)
TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
10
Taxation
(Continued)
- 25 -

The actual charge/(credit) for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Loss before taxation
(13,291,755)
(4,420,103)
Expected tax credit based on the standard rate of corporation tax in the UK of 19.00% (2022: 19.00%)
(2,525,433)
(839,820)
Tax effect of expenses that are not deductible in determining taxable profit
621
-
0
Permanent capital allowances in excess of depreciation
-
0
(27,503)
Depreciation on assets not qualifying for tax allowances
-
0
4,869
Research and development tax credit
-
0
(43,532)
Other permanent differences
-
0
28,237
Under/(over) provided in prior years
160,000
-
0
Other short term timing differences
-
0
(57,355)
Deferred tax asset not recognised
1,220,762
640,280
Depreciation and amortisation not deductible for tax purposes
1,973,624
281,292
Taxation charge/(credit)
829,574
(13,532)
11
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2023
2022
Notes
£
£
In respect of:
Goodwill
12
10,387,497
-

Ongoing losses within the group have led to the directors' decision to impair the carrying value of goodwill to £nil.

 

Despite this the directors are of the opinion that the UK activities provide additional value to the wider worldwide group and brand, hence the continued group support.

 

The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.

TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
12
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 January 2023 and 31 December 2023
15,156,120
Amortisation and impairment
At 1 January 2023
4,750,393
Amortisation charged for the year
18,230
Impairment losses
10,387,497
At 31 December 2023
15,156,120
Carrying amount
At 31 December 2023
-
0
At 31 December 2022
10,405,727
The company had no intangible fixed assets at 31 December 2023 or 31 December 2022.

More information on impairment movements in the year is given in note 11.

13
Tangible fixed assets
Group
Leasehold land and buildings
Plant and equipment
Computers
Total
£
£
£
£
Cost
At 1 January 2023
401,718
690,326
386,726
1,478,770
Additions
110,759
172,118
23,004
305,881
At 31 December 2023
512,477
862,444
409,730
1,784,651
Depreciation and impairment
At 1 January 2023
122,819
328,687
380,043
831,549
Depreciation charged in the year
79,529
177,128
(5,986)
250,671
At 31 December 2023
202,348
505,815
374,057
1,082,220
Carrying amount
At 31 December 2023
310,129
356,629
35,673
702,431
At 31 December 2022
278,899
361,639
6,683
647,221
The company had no tangible fixed assets at 31 December 2023 or 31 December 2022.
TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
13
Tangible fixed assets
(Continued)
- 27 -

The leasehold land and buildings represents refurbishment and improvements to the short leasehold premises during the year.

14
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
15
-
0
-
0
91,268
18,333,180
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2023 and 31 December 2023
18,333,180
Impairment
At 1 January 2023
-
Impairment losses
18,241,912
At 31 December 2023
18,241,912
Carrying amount
At 31 December 2023
91,268
At 31 December 2022
18,333,180
15
Subsidiaries

Details of the company's subsidiaries at 31 December 2023 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
Sencan Limited
England and Wales
Ordinary
100.00
-
Safariland UK Holdings Limited
England and Wales
Ordinary
100.00
-
Safariland UK Limited
England and Wales
Ordinary
-
100.00
LBA International Limited
England and Wales
Ordinary
-
100.00
TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
15
Subsidiaries
(Continued)
- 28 -

Registered office addresses (all UK unless otherwise indicated):

1
Suites C, D, E & F, 14th Floor The Plaza, 100 Old Hall Street, Liverpool, England, L3 9QJ
2
Suites C, D, E & F, 14th Floor The Plaza, 100 Old Hall Street, Liverpool, England, L3 9QJ
3
Suites C, D, E & F, 14th Floor The Plaza, 100 Old Hall Street, Liverpool, England, L3 9QJ
4
Suites C, D, E & F, 14th Floor The Plaza, 100 Old Hall Street, Liverpool, England, L3 9QJ
16
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Raw materials and consumables
1,200,213
2,070,693
-
-
Work in progress
27,898
683,213
-
-
Finished goods and goods for resale
1,732,837
1,832,506
-
0
-
0
2,960,948
4,586,412
-
-
17
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,582,891
2,452,416
-
0
-
0
Corporation tax recoverable
112,446
92,201
-
0
-
0
Amounts owed by group undertakings
4,819,624
5,139,032
-
-
Other debtors
-
10,878
-
0
-
0
Prepayments and accrued income
150,461
262,742
-
0
-
0
6,665,422
7,957,269
-
-
Amounts falling due after more than one year:
Deferred tax asset (note 19)
-
0
829,575
53,440
669,575
Total debtors
6,665,422
8,786,844
53,440
669,575
TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 29 -
18
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
£
£
£
£
Trade creditors
263,275
639,590
-
0
-
0
Amounts owed to group undertakings
30,329,069
30,779,143
21,384,046
20,196,683
Other taxation and social security
157,717
175,094
-
-
Other creditors
262
7,532
-
0
-
0
Accruals and deferred income
1,083,209
1,224,601
-
0
-
0
31,833,532
32,825,960
21,384,046
20,196,683
19
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Assets
Assets
2023
2022
Group
£
£
Tax losses
53,440
799,575
Assets
Assets
2023
2022
Company
£
£
Tax losses
53,440
669,575
Group
Company
2023
2023
Movements in the year:
£
£
Asset at 1 January 2023
(829,575)
(669,575)
Charge to profit or loss
829,575
616,135
Asset at 31 December 2023
-
(53,440)
TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
20
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
49,774
53,079

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

21
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
102
102
1
1
22
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
100,063
126,477
-
-
Between two and five years
200,126
411,433
-
-
300,189
537,910
-
-
23
Controlling party

The ultimate parent company at the balance sheet date was Cadre Holdings Inc, a company incorporated in the United States of America. The company's immediate parent company was The Safariland Group Nederland B.V., a company incorporated in the Netherlands.

TSG UK INVESTMENT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 31 -
24
Cash (absorbed by)/generated from group operations
2023
2022
£
£
Loss for the year after tax
(14,121,329)
(4,406,571)
Adjustments for:
Taxation charged/(credited)
829,574
(13,532)
Finance costs
1,204,851
1,307,660
Investment income
(4)
-
0
Gain on disposal of tangible fixed assets
-
(143,224)
Amortisation and impairment of intangible assets
10,405,727
1,521,161
Depreciation and impairment of tangible fixed assets
250,671
134,167
Movements in working capital:
Decrease/(increase) in stocks
1,625,464
(483,608)
Decrease/(increase) in debtors
1,312,092
(1,016,539)
(Decrease)/increase in creditors
(2,200,673)
4,707,815
Cash (absorbed by)/generated from operations
(693,627)
1,607,329
25
Analysis of changes in net funds - group
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
2,791,881
(1,016,354)
1,775,527
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