Company registration number 01530915 (England and Wales)
ARMOUR HOME ELECTRONICS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024
ARMOUR HOME ELECTRONICS LIMITED
COMPANY INFORMATION
Directors
Mr G L Dexter
Ms N A Spence
Secretary
Ms N A Spence
Company number
01530915
Registered office
Woodside 2
Dunmow Road
Birchanger
Bishop's Stortford
CM23 5RG
Auditor
Ensors Accountants LLP
Victory House
Vision Park
Chivers Way, Histon
Cambridge
CB24 9ZR
ARMOUR HOME ELECTRONICS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 26
ARMOUR HOME ELECTRONICS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 AUGUST 2024
- 1 -
The directors present the strategic report and financial statements for the year ended 31 August 2024.
Business Model
The business operates through three principal sales channels being specialist consumer electronics, installed audio and international. Each of these channels is managed through dedicated sales teams supported by a business wide infrastructure covering finance, warehousing logistics and marketing.
Review of the business
The financial year to 31st August 2024 were sales of £11.1 million (2023 - £11.9 million) resulting in an operating loss of £0.3 million (2023 – profit £0.5 million). The wider world environment continued to be challenging with considerable uncertainty impacting consumer confidence, although the key sales variance was the discontinuance of the iFi distribution arrangements from October 2023 that resulted in a £0.9m fall in sales in the year. Adjusting for iFi, sales on a like for like basis increased by 2% in the year with international sales growing by 7% and the UK sales falling by 5% with underlying UK retail sales up and sales through the install channel down. In the year we incurred £159.5k of exceptional costs relating to professional fees in respect of refinancing the business and professional fees relating to a successful defence of an HMRC R&D Tax investigation. As ever, the successful running of the business requires the support of all our employees, our suppliers and key business partners and once again they have all contributed during the year, albeit in more challenging circumstances, and their support is much appreciated.
Key Performance Indicators
Gross profit percentage in the year increased on the prior year with the impact of higher priced new products and the full year effect of the price increases put through in the prior year. The ordinary course operating costs in the year were in line with the prior year with tight costs control being implemented across the whole business. The operating loss in the year was disappointing and is a reflection of the challenging market conditions across most geographical markets.
Product Development
Product development is a key part of the business strategy and fundamental to delivering future sales growth for the business. We have continued to invest in new product development despite the challenging market conditions, completing the launch of the Q5000 range and launching the new entry level speaker range Q3000c, both of which has been well received in the market. For QED we launched the groundbreaking Supremus speaker cable incorporating Zirconia plugs and Goldring launched the GR3 turntable, its first turntable product in nearly 20 years, as well as the Goldring Ethos SE cartridge. In 2025, we will launch a new range of sub-woofers, install speakers and for QED a new range of mid-market cables. Our new product programme looks forward at least 24 months and we are already well advanced on the new product developments for launch in 2026.
ARMOUR HOME ELECTRONICS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 2 -
Principal risks and uncertainties
As with all businesses, there are a range of risks and uncertainties that have the potential to disrupt the operations of the business. These include product failure, loss of key personnel, customer reliance, competitive market pricing and technology change. However, it is considered that these risks and uncertainties are manageable in the short to medium term. The key risks with a capability to impact the business in a material manner in the near term are:
The past year has seen considerable political change across the world with a large number of national elections, which always cause uncertainty that hits consumer confidence. Potentially the most consequential is the election of President Trump and the implementation of his global tariff policy, which has implications for our business in the US and growth expectations across the wider world. The expectation for our business into the US is that it will continue but depending on where the tariff on imports from China into the US settles, the level of business is hard to forecast at the current time.
The conflict in Ukraine continues to cause uncertainty to economic environment in the wider world, and whilst the conflict has become the “norm” it continues to cast a shadow over consumer confidence. The conflict is ongoing and so long as this is the case it will negatively impact economic activity in many markets, which in turn will cause increased uncertainty with regard to sales for the business. The business has taken steps to reduce its operating costs and to increase product margins to mitigate the impact of the uncertainty in sales and it will remain vigilant to need to further adapt the operating plan to address the changing circumstances that the conflict might cause.
The business requires a significant amount of US dollars each year to settle its liabilities with its Far Eastern suppliers and is consequently exposed to foreign exchange volatility between sterling and the US dollar and to a lesser extent, the Euro. Whilst the business seeks to mitigate this risk through a prudent hedging policy and international sales expansion, there remains volatility in foreign exchange that presents risks to the business. The business will continue to hedge its foreign exchange exposure in a prudent manner covering future product purchases and mitigating any potential unfavourable variances.
Outlook
The new financial year is proving to be challenging with the expectation that sales will be in line or marginally above the prior year. The business is taking actions to reduce its cost base to mitigate the impact of the weak sales environment and the current expectation is that at best the operating result will be breakeven.
Mr G L Dexter
Director
28 May 2025
ARMOUR HOME ELECTRONICS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 AUGUST 2024
- 3 -
The directors present their annual report and financial statements for the year ended 31 August 2024.
Principal activities
The Company's principal activity is the design, manufacture and supply of products into the hi-fi, home theatre and home entertainment markets, both in the UK and abroad.
Results and dividends
The results for the year are set out on page 9.
The Company's profit and loss account is shown on page 9 of these financial statements. Sales for the year were £11.1 million (2023: £11.9 million) and the loss/profit before tax was £(0.7) million (2023: £0.11 million). The Company's balance sheet is shown on page 11 of these financial statements. This shows the Company's financial position as 31 August 2024 and shareholders' funds of £2.8 million (2023: £3.4 million).
The directors have not proposed a final dividend for the year ended 31 August 2024 (2023: £nil).
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr G L Dexter
Ms N A Spence
Research and development
A key foundation of the Company strategy is its investment in research and development. The Company has a full program of new products under development across all the key brands, which when launched are expected to provide a significant boost to sales over the next 2 to 3 years. The directors regard investment in research and development, and the consequential launch of new and improved products, to be fundamental to driving future sales growth and the continuing success of the business in the medium to long term. Where development costs satisfy criteria set out under the applicable accounting standards, they are capitalised and amortised over the period commensurate with the revenues to which it relates. The directors consider that this treatment of development costs continues to reflect the activities of the Company and consequently these financial statements reflect this policy.
Auditor
In accordance with the company's articles, a resolution proposing that Ensors Accountants LLP be reappointed as auditor of the company will be put at a General Meeting.
Energy and carbon report
As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
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 company’s auditor 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 company’s auditor is aware of that information.
ARMOUR HOME ELECTRONICS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 4 -
On behalf of the board
Mr G L Dexter
Director
28 May 2025
ARMOUR HOME ELECTRONICS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2024
- 5 -
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 company and of the profit or loss of the company for that period.
In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
ARMOUR HOME ELECTRONICS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ARMOUR HOME ELECTRONICS LIMITED
- 6 -
Opinion
We have audited the financial statements of Armour Home Electronics Limited (the 'company') for the year ended 31 August 2024 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 August 2024 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 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 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.
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:
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.
ARMOUR HOME ELECTRONICS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ARMOUR HOME ELECTRONICS LIMITED (CONTINUED)
- 7 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
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.
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the audit engagement team:
obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the company operates in and how the company are complying with the legal and regulatory framework;
inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;
discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.
However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.
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.
ARMOUR HOME ELECTRONICS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ARMOUR HOME ELECTRONICS LIMITED (CONTINUED)
- 8 -
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.
Jayson Lawson (Senior Statutory Auditor)
For and on behalf of Ensors Accountants LLP, Statutory Auditor
Chartered Accountants
Victory House
Vision Park
Chivers Way, Histon
Cambridge
CB24 9ZR
28 May 2025
ARMOUR HOME ELECTRONICS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 AUGUST 2024
- 9 -
2024
2023
Notes
£
£
Turnover
3
11,067,154
11,862,420
Change in stocks of finished goods and in work in progress
(324,206)
(800,271)
Raw materials and consumables
(39,591)
(97,498)
Other external expenses
(5,791,072)
(5,907,367)
Staff costs
6
(2,092,472)
(2,041,445)
Depreciation and other amounts written off tangible and intangible fixed assets
4
(802,359)
(668,622)
Exceptional item
5
(159,509)
Other operating expenses
(2,139,187)
(1,872,038)
Operating (loss)/profit
4
(281,242)
475,179
Interest payable and similar expenses
8
(434,676)
(367,570)
(Loss)/profit before taxation
(715,918)
107,609
Taxation
9
194,989
(Loss)/profit for the financial year
(520,929)
107,609
The profit and loss account has been prepared on the basis that all operations are continuing operations.
ARMOUR HOME ELECTRONICS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 AUGUST 2024
- 10 -
2024
2023
£
£
(Loss)/profit for the year
(520,929)
107,609
Other comprehensive income
-
-
Total comprehensive income for the year
(520,929)
107,609
ARMOUR HOME ELECTRONICS LIMITED
BALANCE SHEET
AS AT
31 AUGUST 2024
31 August 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
10
3,706,308
3,502,704
Tangible assets
11
556,653
567,280
4,262,961
4,069,984
Current assets
Stocks
13
3,778,983
4,142,780
Debtors
14
3,619,958
3,316,510
Cash at bank and in hand
193,496
241,103
7,592,437
7,700,393
Creditors: amounts falling due within one year
15
(7,421,401)
(7,849,432)
Net current assets/(liabilities)
171,036
(149,039)
Total assets less current liabilities
4,433,997
3,920,945
Creditors: amounts falling due after more than one year
16
(1,556,708)
(522,727)
Net assets
2,877,289
3,398,218
Capital and reserves
Called up share capital
20
5,000
5,000
Profit and loss reserves
2,872,289
3,393,218
Total equity
2,877,289
3,398,218
The financial statements were approved by the board of directors and authorised for issue on 28 May 2025 and are signed on its behalf by:
Ms N A Spence
Director
Company registration number 01530915 (England and Wales)
ARMOUR HOME ELECTRONICS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2024
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 September 2022
5,000
3,285,609
3,290,609
Year ended 31 August 2023:
Profit and total comprehensive income
-
107,609
107,609
Balance at 31 August 2023
5,000
3,393,218
3,398,218
Year ended 31 August 2024:
Loss and total comprehensive income
-
(520,929)
(520,929)
Balance at 31 August 2024
5,000
2,872,289
2,877,289
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024
- 13 -
1
Accounting policies
Company information
Armour Home Electronics Limited is a private company limited by shares incorporated in England and Wales. The registered office is Woodside 2, Dunmow Road, Birchanger, Bishop's Stortford, CM23 5RG.
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.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’ – Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Q Acoustics Limited. These consolidated financial statements are available from its registered office, Woodside 2, Dunmow Road, Birchanger, Bishop's Stortford, Hertfordshire, CM23 5RG.
1.2
Going concern
Atruet 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. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover represents amounts receivable for goods and services net of VAT and trade discounts. Turnover is recognised when the risks and rewards of ownership of the goods have passed to the customer, which is generally on delivery or when the services have been provided.
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 14 -
1.4
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the cost or value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
The company has recognised development cost as an intangible asset as:
the projects are clearly defined
expenditures are separately identifiable
the projects are commercially viable
the projects are technically feasible
projects income is expected to outweigh cost
resources are available to complete the project
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.
Amortisation 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:
Patents
Straight line 3-5 years over the assets useful life
Development Costs
Straight line 2-5 years over the assets useful life
1.5
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:
Short leasehold property
Over life of lease
Plant and machinery
10%/15%/20% straight line
Fixtures, fittings & equipment
15% straight line
Computer equipment
20%/33%/50% straight line
Motor vehicles
25% straight line
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 credited or charged to profit or loss.
1.6
Impairment of fixed assets
At each reporting period end date, the company 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.
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 15 -
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.
1.7
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.
1.8
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.
1.9
Financial instruments
The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include 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.
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 16 -
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 company 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 company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 17 -
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 company’s contractual obligations expire or are discharged or cancelled.
1.10
Equity instruments
Equity instruments issued by the company 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 company.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
1.11
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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the company's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different to those in which they are recognised in the financial statements.
Deferred tax assets are recognised only to the extent that the directors consider it more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
Deferred tax is measured at the average tax rates that are expected to apply in the periods in which timing differences are expected to reverse, based on tax rates and laws that have been enacted or substantially enacted by the balance sheet date. Deferred tax is measured on a non-discounted basis.
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 18 -
1.12
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.
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.14
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 leases asset are consumed.
1.15
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.
1.16
Exceptional items are material events or transactions that are distinct from the ordinary activities of the company and are not expected to recur frequently. These items must be disclosed separately in the financial statements to ensure transparency and accurate representation of the company's financial performance.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Bad debt provision
The company makes an estimate of the recoverable value of trade debtors. When assessing impairment of trade debtors management considers factors including the current credit rating of the debtor, the aging profile of debtors, whether covered by insurance and historical experience. The bad debt provision at the end of the accounting period was £47,642 (2023: £47,419).
Stock provision
The company monitors the value of stock lines regularly to ensure stock is recorded and the lower of cost and net realisable value. Where this is not the case a provision is made to write down the value of stock to the correct level. The condition of stock and current market conditions are also taken into account when making stock provisions. The stock provision at the end of the accounting period was £255,396 (2023: £247,090).
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 19 -
3
Turnover
An analysis of the company's turnover is as follows:
2024
2023
£
£
Turnover analysed by class of business
Design and manufacture of hi-fi products
11,067,154
11,862,420
The disclosure of the geographical analysis of turnover has been dispensed as, in the directors' opinion, such disclosure would be seriously prejudicial to the company's interest.
4
Operating (loss)/profit
2024
2023
Operating (loss)/profit for the year is stated after charging/(crediting):
£
£
Exchange gains
(47,366)
(163,854)
Research and development costs
55,568
29,920
Depreciation of owned tangible fixed assets
167,249
142,060
Amortisation of intangible assets
635,112
526,150
(Profit)/loss on disposal of intangible assets
(2)
412
Operating lease charges
468,049
486,201
5
Exceptional item
2024
2023
£
£
Refinancing
159,509
-
Exceptional items relate to arrangement fees and associated professional expenses to put new funding in place.
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Manufacturing
4
4
Selling and distribution
14
12
Administration
22
24
Total
40
40
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
6
Employees
(Continued)
- 20 -
Their aggregate remuneration charged to the profit and loss account comprised:
2024
2023
£
£
Wages and salaries
1,751,629
1,663,322
Social security costs
245,495
241,438
Pension costs
95,348
136,685
2,092,472
2,041,445
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
277,266
300,361
Company pension contributions to defined contribution schemes
84,335
56,344
361,601
356,705
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2023 - 2).
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
218,270
221,009
8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
8,549
2,820
Other finance costs:
Other interest
426,127
364,750
434,676
367,570
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 21 -
9
Taxation
2024
2023
£
£
Current tax
Adjustments in respect of prior periods
(194,989)
The actual (credit)/charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
(Loss)/profit before taxation
(715,918)
107,609
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 21.51%)
(178,980)
23,152
Tax effect of expenses that are not deductible in determining taxable profit
909
915
Tax effect of income not taxable in determining taxable profit
(2,152)
Change in unrecognised deferred tax assets
177,000
(22,855)
Effect of change in corporation tax rate
3,186
Permanent capital allowances in excess of depreciation
1,071
(2,246)
Under/(over) provided in prior years
(194,989)
Taxation credit for the year
(194,989)
-
At the year end the company had approx. £7.1m of unrelieved tax losses (2023: £6.9m). A deferred tax asset of £1,131,287 has been recognised on these losses.
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 22 -
10
Intangible fixed assets
Patents
Development Costs
Total
£
£
£
Cost
At 1 September 2023
20,344
6,180,112
6,200,456
Additions - internally developed
838,715
838,715
Disposals
(430,752)
(430,752)
At 31 August 2024
20,344
6,588,075
6,608,419
Amortisation and impairment
At 1 September 2023
12,938
2,684,814
2,697,752
Amortisation charged for the year
2,759
632,353
635,112
Disposals
(430,753)
(430,753)
At 31 August 2024
15,697
2,886,414
2,902,111
Carrying amount
At 31 August 2024
4,647
3,701,661
3,706,308
At 31 August 2023
7,406
3,495,298
3,502,704
More information on impairment movements in the year is given in note .
11
Tangible fixed assets
Short leasehold property
Plant and machinery
Fixtures, fittings & equipment
Computer equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 September 2023
101,248
977,703
36,232
290,648
43,657
1,449,488
Additions
4,166
142,037
720
9,698
156,621
Disposals
(121,534)
(557)
(20,052)
(142,143)
At 31 August 2024
105,414
998,206
36,395
280,294
43,657
1,463,966
Depreciation and impairment
At 1 September 2023
34,999
529,752
36,232
244,170
37,055
882,208
Depreciation charged in the year
10,649
129,266
415
20,317
6,602
167,249
Eliminated in respect of disposals
(121,535)
(557)
(20,052)
(142,144)
At 31 August 2024
45,648
537,483
36,090
244,435
43,657
907,313
Carrying amount
At 31 August 2024
59,766
460,723
305
35,859
556,653
At 31 August 2023
66,249
447,951
46,478
6,602
567,280
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 23 -
12
Subsidiaries
Details of the company's subsidiaries at 31 August 2024 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
AHE123 Limited (Formerly Alphason Designs Limited)
England & Wales
Dormant
Ordinary
100.00
Armour Hong Kong Limited
Hong Kong
Design, Manufacture & supply of Hi-Fi products
Ordinary
100.00
Goldring Products
England & Wales
Dormant
Ordinary
100.00
Myryad Systems Limited
England & Wales
Dormant
Ordinary
100.00
QED Audio Products Limited
England & Wales
Dormant
Ordinary
100.00
13
Stocks
2024
2023
£
£
Raw materials and consumables
457,606
497,197
Finished goods and goods for resale
3,321,377
3,645,583
3,778,983
4,142,780
14
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,507,510
1,646,461
Corporation tax recoverable
194,989
Amounts owed by group undertakings
674,697
694,599
Other debtors
371,528
233,685
Prepayments and accrued income
371,234
241,765
3,119,958
2,816,510
Deferred tax asset (note 18)
500,000
500,000
3,619,958
3,316,510
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 24 -
15
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Bank loans
17
2,304,817
2,921,574
Other borrowings
17
491,593
784,091
Trade creditors
3,466,701
3,417,492
Amounts owed to group undertakings
508,180
133,180
Taxation and social security
166,926
139,012
Other creditors
299,375
258,080
Accruals and deferred income
183,809
196,003
7,421,401
7,849,432
16
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Other borrowings
17
1,556,708
522,727
17
Loans and overdrafts
2024
2023
£
£
Bank loans
2,304,817
2,921,574
Other loans
2,048,301
1,306,818
4,353,118
4,228,392
Payable within one year
2,796,410
3,705,665
Payable after one year
1,556,708
522,727
The long-term loans are secured by fixed charges over the assets and trade of the company.
Under an asset based lending agreement the company can borrow funds based on the value of unpaid sales invoices and stock held in its UK warehouse. Amounts borrowed are secured by way of a cross guarantee and debenture over the assets of the parent company and its UK subsidiaries. Included within bank loans and overdrafts are secured loans of £2,304,817 (2023: £2,921,574).
Included within other loans are guaranteed loans of £nil (2023: £681,818), of which £nil (2023: £409,091) is payable in less than one year and £nil (2023: £272,727) is due after more than one year.
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 25 -
18
Deferred taxation
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Assets
Assets
2024
2023
Balances:
£
£
Accelerated capital allowances
(631,287)
(631,287)
Tax losses
1,131,287
1,131,287
500,000
500,000
There were no deferred tax movements in the year.
The deferred tax asset set out above is expected to reverse within 36 months and relates to the utilisation of tax losses against future expected profits of the same period.
19
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
95,348
136,685
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund. Contributions totalling £25,927 (2023: £20,797) were payable to the fund at the year end and are included in creditors.
20
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
5,000
5,000
5,000
5,000
21
Financial commitments, guarantees and contingent liabilities
The company is party to the Group's funding and credit facilities, under which there are cross guarantees, as detailed in note 18 of these financial statements.
ARMOUR HOME ELECTRONICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 26 -
22
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2024
2023
£
£
Within one year
343,084
282,158
Between two and five years
380,592
210,704
723,676
492,862
23
Related party transactions
Transactions with related parties
The company has taken advantage of the exemption available in FRS 102 not to disclose transactions entered into between two or more members of a group, as the company is a wholly owned subsidiary undertaking of the group to which it is party to the transactions.
The company has a loan agreement with Hawk Investment Holdings Limited who holds a participating interest in the company for £2,048,301 (2023: £625,000). The company incurred loan interest of £80,479 (2023: £94,785) during the year.
24
Ultimate controlling party
The company is a subsidiary undertaking of Q Acoustics Limited, a company registered in England and Wales. The ultimate controlling party of Q Acoustics Limited is a Guernsey registered trust.
The consolidated financial statements of Q Acoustics Limited are available to the public and can be obtained from The Registrar of Companies.
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