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Registered number: 02504382










AGILITAS IT SOLUTIONS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024

 
AGILITAS IT SOLUTIONS LIMITED
 

COMPANY INFORMATION


Directors
S W Lynn (resigned 19 May 2023)
W J Playford (resigned 28 January 2024)
J Street (resigned 11 June 2024)
C De Gioia (resigned 2 August 2024)
J Hayes-Warren (resigned 11 June 2024)
M R G Dixon (appointed 7 May 2024)
G Lomas (appointed 10 January 2025)
K Walker (appointed 10 January 2025)
S Wilkes (appointed 10 January 2025)
C S Pape (appointed 10 December 2024, resigned 10 January 2025)




Registered number
02504382



Registered office
Solutions House
6 Glaisdale Parkway

Nottingham

NG8 4GP




Independent auditors
PKF Smith Cooper Audit Limited
Statutory Auditors

2 Lace Market Square

Nottingham

NG1 1PB





 
AGILITAS IT SOLUTIONS LIMITED
 

CONTENTS



Page
Strategic report
1 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditors' report
7 - 10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Notes to the financial statements
14 - 31

 
AGILITAS IT SOLUTIONS LIMITED
 

STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024

Introduction
 
The directors present the Strategic Report for the year ended 31 March 2024.

Business review
 
The financial year ended 31 March 2024 was a year of stabilisation after the year ended 31 March 2023 during which the Company received notice from its largest customer regarding the termination of certain statements of work. During the year ended 31 March 2024 revenues contracted to £13,039k (2023: £17,713k). Throughout the period the Company focused on its customers, service levels and employees and the directors believe that the fundamentals to grow the business are now firmly in place.
Increasing interest rates and inflationary pressures continued to impact on the business as they have for many businesses across the UK and EU. As a result, on 20 December 2024, the company's indirect parent, Agilitas Midco Limited, entered into a facility amendment agreement with its lenders that resets financial covenants based on the group's financial forecast that predicts that the business' operations will return to a positive EBITDA in the year ending 31 March 2026. The group has also been working constructively with its investors and, as part of the facility amendment, new funding has been provided to the group to provide sufficient liquidity and headroom for the business to deliver its plans.
We expect activity levels to continue to be in transition as we widen our customer base through the year ending 31 March 2026 which will leave the Company well positioned to deliver growth thereafter.

Principal risks and uncertainties
 
Competitive pressures in the market produce risks for both our customers and the Company. The Company manages these risks by constantly reviewing market conditions, cost areas and by ensuring rapid responses to any changes in market and customer needs. Credit risk and cash flow risk are regularly monitored by reference to aged debts and weekly cash flow forecasts, respectively.
The Company has sales and purchases in Europe and the US and is therefore exposed to currency risk. This is negated by having currency bank accounts so sales and purchases can be made in local currency offsetting any risk. Any excess currency can be held and sold when the rate is favourable or forward contracts are placed where appropriate.
The potential risk of reliance on a handful of key customers is being addressed by broadening our customer base. Client relationship management is critical to ensuring proper delivery of services, the renewal of contracts and mitigation of the impact of early termination. We actively manage customer and contract churn and continue to develop our customer offering and service delivery, with a particular focus on securing new customer relationships.
The Company manages commercial and operational risks by ensuring appropriate operational policies are implemented and adopted. All new contracts are subject to legal, commercial, operational and financial sign off appropriate to their scale and complexity.

Page 1

 
AGILITAS IT SOLUTIONS LIMITED
 

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

Financial key performance indicators
 
The Company's key financial and other performance indicators, as used by management in reviewing the performance of the business, are as follows:
ole17aa.png
Note: EBITDA excludes the loss on disposal of tangible fixed assets.

Other key performance indicators
 
We recognise that continual improvement could not be delivered without a market leading team of people. Our colleagues are the key to our success, and consequently, we constantly strive to improve the working environment in which our colleagues operate. During the year we have prioritised and focused on employee engagement and retention with a broad range of actions and our people strategy is a key parameter of our future growth.
Going Concern
We have received confirmation of the continued support from the Company’s immediate parent, Agilitas Bidco Limited, to enable the Company to continue trading and pay all of its liabilities as they fall due for a period of at least twelve months from the date of signing the financial statements for the year ended 31 March 2024.
As part of our assessment of going concern, we have considered a period in excess of 12 months from the date of approval of the financial statements and have determined that the going concern basis of preparing the financial statements is appropriate.
The financial statements for the year ending 31 March 2024 have been prepared on the basis that the Company will continue as a going concern - see note 2.3. 
In January 2022, the Company received notice from its largest customer regarding the termination of certain statements of work on 31 March 2022. Since that date, and in the subsequent years that have followed, revenues have contracted, resulting in the Company reporting losses and experiencing negative cashflows. 
Over these past three years, the directors have been working on a number of strategies to reposition the business for growth but this has been in the face of significant challenges. These challenges have continued during the year to 31 March 2025, and a further decline in the business has been experienced. However, during the early part of 2025, the Company has started to achieve revised revenue forecasts, and is fully focussed on its customers, service levels, operations and employees. 
The Company's financial forecast anticipates that revenues will grow during the year to 31 March 2026, and a return to a profitable EBITDA will be experienced. 
As part of their assessment of going concern, the directors have considered a period in excess of 12 months from the date of approval of the financial statements and the directors believe that the Company will continue as a going concern should the expected turnover and EBITDA levels be achieved, with the senior lenders and investors continuing to be supportive throughout this period. Given this, the directors have determined that the going concern basis of preparing the financial statements is appropriate. 
 
Page 2

 
AGILITAS IT SOLUTIONS LIMITED
 

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

Future developments
The Company continues to grow its pipeline of sales opportunities extending into 2025 and beyond. The success of the Company depends upon its strategic direction focused around being 'easy to do business with' for its customers and partners. Underpinning this is a strategic and targeted marketing plan focused on creating demand and awareness across Agilitas' target markets. With the maintenance services sales cycle taking anywhere between 3 to 18 months to bear fruit, it is important that all touch points with relevant audiences are continually looking to build trust and reassurance during the buyers' journey.


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



................................................
S Wilkes
Director

Date: 20 May 2025
Page 3

 
AGILITAS IT SOLUTIONS LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024

The directors present their report and the financial statements for the year ended 31 March 2024.

Principal activity

The Company's principal activity is the provision of digital economy inventory, technical support and training services to digital channel clients, international clients and intermediaries.

Results and dividends

The loss for the year, after taxation, amounted to £8,774k (2023 - loss £1,186k).

Dividends of £Nil (2023 - £Nil) were paid during the year. No dividends were recommended.

Directors

The directors who served during the year were:

S W Lynn (resigned 19 May 2023)
W J Playford (resigned 28 January 2024)
J Street (resigned 11 June 2024)
C De Gioia (resigned 2 August 2024)
J Hayes-Warren (resigned 11 June 2024)

Financial instruments

Details of the financial risk management objectives, policies and exposure to specific risks have been set out in the Principal risks and uncertainties section of the Strategic report.

Research and development activities

The Company continues to use its in-house development expertise to ensure that its systems are maintained and enhanced in line with the competitive market, remaining at the forefront of delivering a global service & logistical solution.
Where it is beneficial, the Company integrates with key suppliers and customers for seamless transactional activities.

Qualifying third party indemnity provisions

The Company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Matters covered in the Strategic report

The Company has chosen in accordance with Companies Act 2006, s414C(11) to set out in the Company's Strategic Report information required in Schedule 7 to the Large and Medium-sized Companies and Groups (Accounts and reports) Regulations 2008. Certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report. These matters relate to the business review, principal risks and uncertainties and future developments.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Page 4

 
AGILITAS IT SOLUTIONS LIMITED
 

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

Post balance sheet events

As at 31 March 2024, the Company was party to a contract with a supplier to secure multi-year services to align with multi-year contracts the Company had with its customers. After the year end, a new agreement was made with the supplier, which novated the original contract. See note 27 for more detail.

Auditors

The auditorsPKF Smith Cooper Audit Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





................................................
S Wilkes
Director

Date: 20 May 2025
Page 5

 
AGILITAS IT SOLUTIONS LIMITED
 

DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024

The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:

select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;


prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

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

Page 6

 
AGILITAS IT SOLUTIONS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AGILITAS IT SOLUTIONS LIMITED
 

Opinion


We have audited the financial statements of Agilitas IT Solutions Limited (the 'Company') for the year ended 31 March 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 March 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.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Material uncertainty related to going concern


We draw attention to note 2.3 of the financial statements, which indicates that the Company has continued to experience a contraction of revenue and has reported losses over the past two years and subsequent to the year-end. As stated in note 2.3, these events or conditions, along with the other matters as set forth in note 2.3, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter. 


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.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Page 7

 
AGILITAS IT SOLUTIONS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AGILITAS IT SOLUTIONS LIMITED (CONTINUED)


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 6, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.


Page 8

 
AGILITAS IT SOLUTIONS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AGILITAS IT SOLUTIONS LIMITED (CONTINUED)


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding of the Company and industry, we identify the key laws and regulations affecting the Company. We identified that the principal risk of fraud or non-compliance with laws and regulations related to:
• management bias in respect of accounting estimates and judgements made;
• management override of control;
• posting of unusual journals or transactions.
We focussed on those areas that could give rise to a material misstatement in the Company financial statements. Our procedures included, but were not limited to:
• enquiry of management and those charged with governance around actual and potential litigation and    claims, including instances of non-compliance with laws and regulations and fraud;
• reviewing minutes of meetings of those charged with governance, where available;
• reviewing legal expenditure in the year to identify instances of non-compliance with laws and regulations    and fraud;
• reviewing financial statement disclosures and testing to supporting documentation to assess compliance   with applicable laws and regulations;
• performing audit work over the risk of management override of controls, including testing of journal    entries and other adjustments for appropriateness, evaluating the business rationale of significant     transactions  outside the normal course of business and reviewing accounting estimates for bias. In    particular, amortisation of goodwill, amortisation of other intangible assets, and depreciation of tangible    fixed assets.
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. 


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


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.


Page 9

 
AGILITAS IT SOLUTIONS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AGILITAS IT SOLUTIONS LIMITED (CONTINUED)


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Sarah Flear (Senior statutory auditor)
for and on behalf of
PKF Smith Cooper Audit Limited
Statutory Auditors
2 Lace Market Square
Nottingham
NG1 1PB

21 May 2025
Page 10

 
AGILITAS IT SOLUTIONS LIMITED
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024

2024
2023
Note
£000
£000

  

Turnover
 4 
13,039
17,713

Cost of sales
  
(7,449)
(8,484)

Gross profit
  
5,590
9,229

Administrative expenses
  
(10,086)
(9,197)

Exceptional items
 5 
(4,339)
(1,556)

Operating loss
 6 
(8,835)
(1,524)

Interest payable and similar expenses
 10 
(160)
(160)

Loss before tax
  
(8,995)
(1,684)

Tax on loss
 11 
221
498

Loss for the financial year
  
(8,774)
(1,186)

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 14 to 31 form part of these financial statements.
Page 11

 
AGILITAS IT SOLUTIONS LIMITED
REGISTERED NUMBER: 02504382

BALANCE SHEET
AS AT 31 MARCH 2024

2024
2023
Note
£000
£000

Fixed assets
  

Intangible assets
 12 
2,124
2,331

Tangible assets
 13 
4,617
6,706

  
6,741
9,037

Current assets
  

Debtors: amounts falling due within one year
 14 
7,000
10,036

Cash at bank and in hand
 15 
162
1,268

  
7,162
11,304

Creditors: amounts falling due within one year
 16 
(10,295)
(8,606)

Net current (liabilities)/assets
  
 
 
(3,133)
 
 
2,698

Total assets less current liabilities
  
3,608
11,735

Creditors: amounts falling due after more than one year
 17 
(790)
(892)

Provisions for liabilities
  

Deferred tax
 19 
-
(221)

Other provisions
 20 
(2,734)
(1,764)

  
 
 
(2,734)
 
 
(1,985)

Net assets
  
84
8,858


Capital and reserves
  

Called up share capital 
 21 
1,783
1,783

Share premium account
 22 
1,853
1,853

Capital redemption reserve
 22 
1
1

Profit and loss account
 22 
(3,553)
5,221

  
84
8,858


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


................................................
S Wilkes
Director
Date: 20 May 2025

The notes on pages 14 to 31 form part of these financial statements.
Page 12

 
AGILITAS IT SOLUTIONS LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024


Called up share capital
Share premium account
Capital redemption reserve
Profit and loss account
Total equity

£000
£000
£000
£000
£000


At 1 April 2022
1,783
1,853
1
6,407
10,044



Loss for the year
-
-
-
(1,186)
(1,186)



At 1 April 2023
1,783
1,853
1
5,221
8,858



Loss for the year
-
-
-
(8,774)
(8,774)


At 31 March 2024
1,783
1,853
1
(3,553)
84


The notes on pages 14 to 31 form part of these financial statements.

Page 13

 
AGILITAS IT SOLUTIONS LIMITED
 

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

1.


General information

Agilitas IT Solutions Limited is a private company limited by shares incorporated in England, United Kingdom. The address of the registered office is given in the company information page of these financial statements. The nature of the Company's operations and principal activity is the provision of digital economy inventory, technical support and training services to digital channel clients, international clients and intermediaries.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The financial statements have been prepared in Sterling which is the functional currency of the Company and are rounded to the nearest £'000.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The significant accounting policies applied in the preparation of these financial statements are set out below. The policies have been consistently applied to all years presented unless otherwise stated.

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Agilitas Topco Limited as at 31 March 2024 and these financial statements may be obtained from Solutions House, 6 Glaisdale Parkway, Nottingham, NG8 4GP.

Page 14

 
AGILITAS IT SOLUTIONS LIMITED
 

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

2.Accounting policies (continued)

 
2.3

Going concern

In January 2022, the Company received notice from its largest customer regarding the termination of certain statements of work on 31 March 2022. Since that date, and in the subsequent years that have followed, revenues have further contracted, resulting in the Company reporting losses and experiencing negative cashflows.
In the year to 31 March 2024, the reported loss is after taking into account numerous exceptional costs, which are reflective of the Company being geared to supply a larger customer base, which has not yet come to fruition. Therefore, asset impairments and numerous other costs have ensued, as part of a restructuring of operations. 
Over the past three years, the directors have been working on a number of strategies to reposition the business for growth but this has been in the face of significant challenges. These challenges have continued during the year to 31 March 2025, and a further decline in the business has been experienced. However, during the early part of 2025, the Company has started to achieve revised revenue forecasts, and is fully focussed on its customers, service levels, operations and employees. 
Clearly, the contraction in revenue and the losses experienced as a result have had a detrimental effect on the cash flow of the business. Over the past year, the Company has continued to work constructively with its investors and senior lenders who remain supportive of the Company and its plans. A package of funding to support and enable the business to deliver its plans has been agreed.
 
However, any certainty of funding being in place for the foreseeable future, is dependent, amongst other factors, on the Company delivering on those forecasts. Those forecasts report an increase in revenue during the year to 31 March 2026 and a positive EBITDA position. Revenue and EBITDA within these forecasts are based on committed contracts plus a degree of estimation in respect of the sales pipeline, which may or may not be converted to new customer contracts.
As part of their assessment of going concern, the directors have considered a period in excess of 12 months from the date of approval of the financial statements and the directors believe that the Company will continue as a going concern, should the expected turnover and EBITDA levels be achieved, with the senior lenders and investors continuing to be supportive throughout this period. Given this, the directors have determined that the going concern basis of preparing the financial statements is appropriate. 

Page 15

 
AGILITAS IT SOLUTIONS LIMITED
 

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

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic life of 5 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

Page 16

 
AGILITAS IT SOLUTIONS LIMITED
 

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

2.Accounting policies (continued)

 
2.6

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


 
2.7

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

Page 17

 
AGILITAS IT SOLUTIONS LIMITED
 

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

2.Accounting policies (continued)

 
2.8

Intangible assets

Goodwill and business combinations

Business combinations are accounted for by applying the purchase method. The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction. On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Intangible assets are only recognised separately from goodwill where they are separable and arise from contractual or other legal rights. Where the fair value of contingent liabilities cannot be reliably measured, they are disclosed on the same basis as other contingent liabilities.

Goodwill recognised represents the excess of the fair value and directly attributable costs of the purchase consideration over the fair values to the Company's interest in the identifiable net assets, liabilities and contingent liabilities acquired. On acquisition, goodwill is allocated to cash-generating units ('CGU's') that are expected to benefit from the combination. Goodwill is amortised over its expected useful life which is estimated to be twenty years on a straight-line basis to the Statement of comprehensive income. Goodwill is assessed for impairment when there are indicators of impairment, and any impairment is charged to the Statement of comprehensive income. No reversals of impairment are recognised.

Other intangible assets - Software development costs

Intangible assets are initially recognised at cost, comprising all directly attributable costs, including employee benefits. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

At each balance sheet date non-financial assets not carried at fair value are assessed to determine whether there is an indication that the asset may be impaired. If there is such indication the recoverable amount of the asset is compared to the carrying amount of the asset.
The recoverable amount of the asset is the higher of the fair value less costs to sell and value in use. Value in use is defined as the present value of the future cash flows before interest and tax obtainable as a result of the asset's continued use. These cash flows are discounted using a pre-tax discount rate that represents the current market risk-free rate and the risks inherent in the asset.
If the recoverable amount of the asset is estimated to be lower than the carrying amount, the carrying amount is reduced to its recoverable amount. An impairment loss is recognised in the Statement of comprehensive income, unless the asset has been revalued when the amount is recognised in other comprehensive income to the extent of any previously recognised revaluation. Thereafter any excess is recognised in the Statement of comprehensive income. 
If an impairment loss is subsequently reversed, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the revised carrying amount does not exceed the carrying amount that would have been determined (net of amortisation) had no impairment loss been recognised in prior periods. A reversal of an impairment loss is recognised in the Statement of comprehensive income.

Page 18

 
AGILITAS IT SOLUTIONS LIMITED
 

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

2.Accounting policies (continued)

 
2.9

Tangible fixed assets

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

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

Depreciation is provided on the following basis:

Leasehold improvements
-
20%
per annum
Warehouse and workshop equipment
-
20%
per annum
Fixtures and fittings
-
20%
per annum
Computer and office equipment
-
20%
per annum
Critical spares and test rigs
-
20%
per annum

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

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

 
2.10

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.11

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.12

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.13

Provisions for liabilities

Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
 
When payments are eventually made, they are charged to the provision carried in the Balance sheet.

Page 19

 
AGILITAS IT SOLUTIONS LIMITED
 

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

2.Accounting policies (continued)

 
2.14

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition offinancial assets and liabilities like trade and other debtors and creditors, loans from banks and otherthird parties, loans to related parties and investments in ordinary shares.

 
2.15

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

 
2.16

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.17

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.18

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

Page 20

 
AGILITAS IT SOLUTIONS LIMITED
 

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

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenue and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements:
Amortisation and impairment of goodwill
Goodwill is considered to have a finite life and is amortised on a systematic basis over its expected useful life of 20 years. 
Goodwill is assessed at each balance sheet date for any indication of impairment. Where an indication of impairment is identified, the estimation of the recoverable value requires estimation of the recoverable value of the cash generating units (CGUs). This requires estimation of the future cash flows from the CGUs and also selection of appropriate discount rates in order to calculate the net present value of those cash flows. No reversals of impairment are recognised.
During the year to 31 March 2024, the Company has experienced negative cashflows and EBITDA, but on the basis that an improved operational performance is forecast for the year to 31 March 2026, the directors do not consider the goodwill to be impaired. Further, the goodwill has been amortised to such a level over the 14 years, that a return to only modest levels of profitability are required to support the carrying value. 
Amortisation and impairment of other intangible assets
Amortisation is recognised so as to write off the cost or valuation of the software and development costs over their expected useful life of 5 years.
Intangible assets are assessed at each balance sheet date for any indication of impairment. Where an indication of impairment is identified, the recoverable amount of the asset is compared to the carrying amount of the asset. If the recoverable amount of the asset is estimated to be lower than the carrying amount, the carrying amount is reduced to its recoverable amount. If an impairment loss is subsequently reversed, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the revised carrying amount does not exceed the carrying amount that would have been determined (net of amortisation) had no impairment loss been recognised in prior periods.
Depreciation of tangible fixed assets
Depreciation is allocated to assets on a systematic basis over their estimated useful life of 5 years. Specifically, the assessment of the useful economic lives of critical spares requires judgement. Depreciation is charged to the Statement of comprehensive income based on the useful economic life of five years, for all items of critical spares. Critical spares include both items purchased by the Company and those that have been returned to the Company under supply agreements and successfully repaired. This requires an estimation of the period and profile over which the Company expects to consume the future economic benefits embodied in those assets. 
As the Company has experienced a contraction of revenues, an impairment of critical spares has been made of £1,341k. 
Amounts owed by group undertakings
As at 31 March 2024 the Company is owed £5,201k by one of its parent undertakings in the Group, which does not trade, and conversely the Company owes that undertaking £3,043k. The debtor balance has been provided against by £2,158k, as there is no foreseeable prospect of repayment, resulting in net position due of £nil. 

Page 21

 
AGILITAS IT SOLUTIONS LIMITED
 

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

4.


Turnover

Analysis of turnover by country of destination:

2024
2023
£000
£000

United Kingdom
11,065
16,756

Rest of Europe
1,761
855

Rest of the World
213
102

13,039
17,713



5.


Exceptional items

2024
2023
£000
£000


Provision for onerous contract
(24)
1,556

Commission payable
508
-

Impairment of tangible fixed assets
1,341
-

Impairment of amounts owed by group undertakings
2,158
-

Dilapidations provision
356
-

4,339
1,556


6.


Operating loss

The operating loss is stated after charging:

2024
2023
£000
£000

Exchange differences
32
(9)

Depreciation of tangible fixed assets
2,629
2,509

Amortisation of intangible fixed assets
528
485

Operating lease charges
346
361

Loss on disposal of tangible fixed assets
1,441
2,903

Page 22

 
AGILITAS IT SOLUTIONS LIMITED
 

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

7.


Auditors' remuneration

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


2024
2023
£000
£000

Fees payable to the Company's auditors for the audit of the Company's financial statements
43
39

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.


8.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£000
£000

Wages and salaries
4,955
4,496

Social security costs
429
478

Pension costs
162
168

5,546
5,142


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


        2024
        2023
            No.
            No.







Production
46
45



Administration
58
72



Sales
12
11

116
128

Page 23

 
AGILITAS IT SOLUTIONS LIMITED
 

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

9.


Directors' remuneration

2024
2023
£000
£000

Directors' emoluments
532
563

Company contributions to defined contribution pension schemes
46
32

578
595


During the year retirement benefits were accruing to 6 directors (2023 - 7) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £168k (2023 - £121k).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £14k (2023 - £6k).


10.


Interest payable and similar expenses

2024
2023
£000
£000


Other interest payable
160
160


11.


Taxation


2024
2023
£000
£000



Total current tax
-
-

Deferred tax


Origination and reversal of timing differences
(221)
(498)

Total deferred tax
(221)
(498)


Taxation on loss on ordinary activities
(221)
(498)
Page 24

 
AGILITAS IT SOLUTIONS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - lower than) the standard rate of corporation tax in the UK of25% (2023 - 19%). The differences are explained below:

2024
2023
£000
£000


Loss on ordinary activities before tax
(8,995)
(1,684)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19%)
(2,249)
(320)

Effects of:


Expenses not deductible for tax purposes
877
116

Capital allowances for year in excess of depreciation
-
(153)

Fixed asset differences
(343)
-

Remeasurement of deferred tax for changes in tax rates
-
(113)

Movement in deferred tax not recognised
1,494
(28)

Total tax charge for the year
(221)
(498)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 25

 
AGILITAS IT SOLUTIONS LIMITED
 

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

12.


Intangible assets




Software and development costs
Goodwill
Total

£000
£000
£000



Cost


At 1 April 2023
2,061
4,661
6,722


Additions
320
-
320



At 31 March 2024

2,381
4,661
7,042



Amortisation


At 1 April 2023
1,151
3,240
4,391


Charge for the year
328
200
528



At 31 March 2024

1,479
3,440
4,919



Net book value



At 31 March 2024
902
1,221
2,123



At 31 March 2023
910
1,421
2,331



Page 26

 
AGILITAS IT SOLUTIONS LIMITED
 

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

13.


Tangible fixed assets





Leasehold improvements
Warehouse and workshop equipment
Fixtures and fittings
Computer and office equipment
Critical spares and test rigs
Total

£000
£000
£000
£000
£000
£000



Cost


At 1 April 2023
562
96
432
390
14,668
16,148


Additions
-
8
17
13
3,284
3,322


Disposals
-
-
-
-
(2,340)
(2,340)


Impairment
-
-
-
-
(1,341)
(1,341)



At 31 March 2024

562
104
449
403
14,271
15,789



Depreciation


At 1 April 2023
406
67
313
304
8,352
9,442


Charge for the year
73
12
67
41
2,436
2,629


Disposals
-
-
-
-
(899)
(899)



At 31 March 2024

479
79
380
345
9,889
11,172



Net book value



At 31 March 2024
83
25
69
58
4,382
4,617



At 31 March 2023
156
29
119
86
6,316
6,706


14.


Debtors

2024
2023
£000
£000


Trade debtors
2,214
3,460

Amounts owed by group undertakings
3,754
5,008

Other debtors
99
11

Prepayments and accrued income
933
1,557

7,000
10,036


Trade debtors are stated after provisions for impairment of £342k (2023 - £Nil).
Amounts owed by group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

Page 27

 
AGILITAS IT SOLUTIONS LIMITED
 

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

15.


Cash and cash equivalents

2024
2023
£000
£000

Cash at bank and in hand
162
1,268



16.


Creditors: Amounts falling due within one year

2024
2023
£000
£000

Trade creditors
1,814
1,816

Amounts owed to group undertakings
5,128
2,490

Corporation tax
48
48

Other taxation and social security
281
139

Other creditors
52
527

Accruals and deferred income
2,972
3,586

10,295
8,606


Included within amounts owed to group undertakings is a loan amounting to £2,085k (2023 - £1,925k) from the parent company. This incurs interest at 10% per annum and is repayable upon demand.


17.


Creditors: Amounts falling due after more than one year

2024
2023
£000
£000

Deferred income
790
892



18.


Financial instruments

2024
2023
£000
£000

Financial assets


Financial assets measured at amortised cost
6,067
8,479


Financial liabilities


Financial liabilities measured at amortised cost
(6,994)
(4,833)


Financial assets measured at amortised cost comprise trade debtors, amounts owed by group undertakings and other debtors.


Financial liabilities measured at amortised cost comprise trade creditors, amounts owed to group undertakings and other creditors.

Page 28

 
AGILITAS IT SOLUTIONS LIMITED
 

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

19.


Deferred taxation




2024


£000






At beginning of year
(221)


Charged to profit or loss
221



At end of year
-

The deferred taxation balance is made up as follows:

2024
2023
£000
£000


Fixed asset timing differences
(396)
(890)

Short term timing differences
6
5

Losses and other deductions
390
664

-
(221)


20.


Provisions




Provision for dilapidations
Provision for onerous contract
Other provision
Total

£000
£000
£000
£000





At 1 April 2023
208
1,556
-
1,764


Charged to profit or loss
356
-
638
994


Utilised in year
-
(24)
-
(24)



At 31 March 2024
564
1,532
638
2,734

Provision for dilapidations
As part of the Company's leasing arrangements there is an obligation to repair damages which are incurred during the life of the lease, such as wear and tear. The cost is charged to profit and loss as the obligation arises. The provision is expected to be utilised in 2028, when the lease terminates.
Provision for onerous contract
The Company entered into a contract with a supplier to secure multi-year services to align with multi-year contracts the Company had with its customers. As a result of the loss of a key customer, the volume of orders with the supplier has reduced. See note 27 Post balance sheet events.
Other provision
The Company has provided for costs and fees in relation to an ongoing legal claim.

Page 29

 
AGILITAS IT SOLUTIONS LIMITED
 

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

21.


Share capital

2024
2023
£000
£000
Allotted, called up and fully paid



1,782,990 (2023 - 1,782,990) Ordinary shares of £1.00 each
1,783
1,783



22.


Reserves

Share premium account

The share premium account represents the premium arising on the issue of new shares net of issue costs.

Capital redemption reserve

This reserve represents assets transferred as a result of a management buyout in 2013.

Profit and loss account

The profit and loss account represents cumulative profit and loss, net of dividends paid.


23.


Pension commitments

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £162k (2023 - £168k).
Contributions totalling £28k (2023 - £38k) were payable to the fund at the balance sheet date and are included in other creditors.


24.


Commitments under operating leases

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

2024
2023
£000
£000


Not later than 1 year
397
346

Later than 1 year and not later than 5 years
1,336
1,340

Later than 5 years
198
356

1,931
2,042

Page 30

 
AGILITAS IT SOLUTIONS LIMITED
 

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

25.


Related party transactions

The Company has taken advantage of the exemption under FRS102 Section 33.1A Related Party Disclosures from disclosing transactions with other wholly owned members of the group. 
The Company has taken advantage of the exemption under FRS 102 Section 1.12 Reduced Disclosures For Subsidiaries from disclosing key management personnel compensation in total. 


26.


Guarantees

A debenture and cross guarantee was granted to the Company and its immediate parent by Barclays Bank PLC on 10 June 2020 which is secured by way of a fixed and floating charge over the assets of the companies. 
On 27 November 2020, the Company and other group companies entered into an accession deed with Kroll Trustee Services Limited (previously Lucid Trustee Services Limited) who are acting in their capacity as agent and trustee.


27.


Post balance sheet events

As at 31 March 2024, the Company was party to a contract with a supplier to secure multi-year services to align with multi-year contracts the Company had with its customers. As a result of the loss of a key customer, the volume of orders with the supplier had reduced. Management had considered the various possible outcomes that may arise to conclude on the best estimate of the amount that would be rationally paid to settle the obligation in relation to this contract and made a provision of £1,532,000 in the financial statements accordingly. After the year end, a new agreement was made with the supplier, which novated the original contract. As the contract novation did not exist as of 31 March 2024, the provision in respect of the onerous contract continues to be recognised in the financial statements but will be released in the financial statements in the year ending 31 March 2025.


28.


Controlling party

The immediate parent undertaking is Agilitas IT Holdings Limited, a company incorporated in England, United Kingdom.     
There is no ultimate controlling party of the Company.
PW Antelope UK Limited is the most senior parent company into which these financial statements are consolidated. Copies of these financial statements may be obtained from 26 St. James's Square, London, England, SW1Y 4JH.

Page 31