| REGISTERED NUMBER: |
| STRATEGIC REPORT, DIRECTORS' REPORT AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| MERCH TRAFFIC LIMITED |
| REGISTERED NUMBER: |
| STRATEGIC REPORT, DIRECTORS' REPORT AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| MERCH TRAFFIC LIMITED |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Directors' Report | 7 |
| Independent Auditors' Report | 9 |
| Profit and loss account | 13 |
| Balance Sheet | 14 |
| Statement of Changes in Equity | 15 |
| Cash Flow Statement | 16 |
| Notes to the Cash Flow Statement | 17 |
| Notes to the Financial Statements | 18 |
| MERCH TRAFFIC LIMITED |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditors |
| 55 Loudoun Road |
| St John's Wood |
| London |
| NW8 0DL |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The directors present their strategic report for the year ended 31 December 2024. |
| REVIEW OF BUSINESS |
| The principal activity of the company during the year was the sale of official licensed merchandise products. |
| The result and position of the company as at the year ending 31 December 2024 are set out in the Profit and Loss account, Balance Sheet and Statement of changes in Equity on pages 13, 14 and 15 respectively. |
| The result and position of the company’s results were in line with Director’s expectations. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The company is faced with similar risks and uncertainties as other companies operating in the music merchandising business, including: |
| · Competition from other merchandising companies to secure and obtain rights to service music merchandise. |
| · The cost pressures on margins in an already tight margin business. |
| · Changes in consumer and high street fashion trends which will affect the demand of music merchandise. |
| All risks and uncertainties are regularly monitored by the Directors and Senior Management team. |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| SECTION 172(1) STATEMENT |
| The directors have regard to the matters set out in Section 172 (1) of the Companies Act 2006 when performing their duties under Section 172 to promote the success of the company. The ways in which the directors engage with key stakeholders and consider their needs is outlined below. |
| The board constantly assesses the implications of decisions made, in terms of the both the potential long-term consequences for the company, together with the impact on our stakeholders, including shareholders, artists, employees, suppliers and customers, the wider community and the environment. |
| The company is a member of the Live Nation Entertainment Group. In making this statement the directors are drawing upon the relevant activities of the group. |
| Shareholders: |
| The company is majority owned by Live Nation Entertainment Inc, a company listed in USA. The board regularly communicates with Live Nation Entertainment regarding strategy and performance through a number of different channels: |
| 1) Monthly management accounts. |
| 2) Detailed and accurate financial budgets and forecasts. |
| 3) Consultation and approval of any significant investment and acquisition decisions. |
| Artists: |
| The board recognises that the success of our artists is key to maintaining Merch Traffic's position as the world's leading Music Merchandise company. Our experienced teams continue to work with our roster of existing artists to create exciting new designs and product ranges that bring commercial success whilst being aligned to the brands of these artists. Simultaneously, we are also identifying new and emerging artists with whom Merch Traffic could develop successful long-term partnerships. |
| The company works with our artists to identify ways to create excitement for the fans through experiential projects and strong curation while also giving them the opportunity to buy the merchandise they want. |
| Employee engagement: |
| The board understands that Merch Traffic's staff are right at the heart of everything we do as a business, and the importance of an engaged and dynamic workforce to ensure we can continue to be at the forefront of the music merchandise business which is going through an exciting period of change and development. |
| Merch Traffic is part of the Live Nation Entertainment group, with Live Nation Entertainment's Human Resources department managing all aspects of Merch Traffic's HR requirements. The Learning and Development team continues to provide high quality training opportunities for employees, as well as providing Mindfulness support: |
| 1) Bespoke training - regular staff feedback & reviews help identify where individual development plans or manager training would be useful. |
| 2) A series of events for mental health awareness month. |
| 3) Access to free coaching and one-on-one therapy sessions. |
| 4) Weekly meditation sessions. |
| Business relationships - suppliers and customers: |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The board considers that our relationship with all suppliers and customers is critical to the day to day running of our operations. We engage regularly with our supplier and customer network to ensure they are aligned with the goals and objectives of Merch Traffic. |
| Our accounts payable team continues to work closely with suppliers to ensure that the payment process runs smoothly, and in 2024 our average time to pay supplier invoices was 21 days. |
| We also work closely with our customers to ensure we agree fair payment terms, this has led to our customers paying us in a timely manner. In 2024 our average receivable days were 28 days. |
| The community: |
| The board believes that music can play a vital role in bringing people together, working for positive change within communities. For example Merch Traffic continues to support the Small Green Shoots organisation who create pathways for disadvantaged young people, giving them access to the music and creative industries through our paid training programmes and secondment programmes with our industry partners. |
| The environment: |
| Merch Traffic works across our Supply Chain to ensure we deliver environmentally friendly product into the marketplace. We are also working hard to ensure any excess inventory is not destroyed but is responsibly recycled. |
| We have consciously been shipping fewer samples around the globe for artists approval. Instead, we are using photographic approval to ensure we are lessening our carbon footprint. |
| Maintaining a reputation for high standards of business conduct: |
| The company has a code of conduct which is certified annually by all employees to encourage ethical behaviour as well as to highlight possible ethical threats which could be faced by employees. |
| The company maintains high standards of expected conduct for its employees and has clearly defined procedures for its employees to report any concerns internally. This encompasses a wide variety of areas of behaviour including anti-bribery training, commercial sensitivity and appropriate workplace conduct among others. |
| The directors are acutely aware of the high-profile nature of the Merch Traffic brands and make every effort to both protect their reputation and live up to the highest standards. |
| DEVELOPMENT AND PERFORMANCE |
| In the opinion of the directors, the company is in a strong position at the year end having enjoyed good results during the year resulting in shareholders' funds increasing by £4.9m to £9.3m. |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| KEY PERFORMANCE INDICATORS |
| The company’s management team use various indicators to monitor the business such as monthly management accounts and assessing margins by different revenue streams. The key performance indicators for the year ended 31 December 2024, with comparatives for the year ended 31 December 2023. |
| 2024 | 2023 |
| £ | £ |
| Turnover | 96,310,009 | 116,265,980 |
| Gross Profit Margin | 10.9% | 9.9% |
| Net Profit Margin | 7.9% | 5.6% |
| Turnover: |
| Turnover levels decreased 17% on the prior year, primarily due to our touring business as 2023 was an exceptionally good year for our touring artists. Conversely in 2024 our online ecommerce business grew by 27%. The outlook for future years appears positive based on a strong artist roster, high demand for live events, increased retail demand for merchandise, and continued momentum for our online ecommerce business. |
| Gross profit margin: |
| The company's gross profit margin increased from 9.9% to 10.9%. This was due to a change in the sales mix year on year. |
| Financial Risk Management Objectives and Policies: |
| The company uses a variety of financial instruments including cash, equity investments and various instruments such as artist advances and trade payables that arise directly from its operations. |
| The directors are of a view that the main risks arising from the company's financial instruments are exchange rate risk, interest rate risk, liquidity risk and credit risk, as summarised below: |
| Exchange rate risk: |
| Exchange rate fluctuation presents a risk because some sales and costs are priced in overseas currencies, and certain balances are denominated in currencies other than Sterling. The directors do not consider that the potential downside is significant enough to require hedging but continue to monitor the potential risk. |
| Interest rate risk: |
| The company does not have any borrowings and as such the directors consider the interest rate risk to be minimal at this stage. We also receive interest on our deposits, which helps to mitigate any risk. |
| Liquidity risk: |
| The company manages its financial risk by ensuring liquidity is sufficient to meet future needs, and that sufficient funding is in place before any new commitments are entered into. Cash flow forecasts are monitored by management on a regular basis. |
| Credit risk: |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The principal credit risk arises from trade debtors. Management approves credit terms for all new customers and regularly review the credit position of existing accounts. |
| ON BEHALF OF THE BOARD: |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| DIRECTORS' REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The directors present their report with the financial statements of the company for the year ended 31 December 2024. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company during the year continued to be the sale of official licensed merchandise products. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024. |
| FUTURE DEVELOPMENTS |
| Notwithstanding the risks and uncertainties outlined in the Strategic Report, the Directors do not anticipate any significant changes in the activities and results of the company in the foreseeable future. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
| STREAMLINED ENERGY AND CARBON REPORTING |
| As the group 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 DIRECTORS' RESPONSIBILITIES |
| 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 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 accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and 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. |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| DIRECTORS' REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| AUDITORS |
| MGR Weston Kay LLP were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting. |
| ON BEHALF OF THE BOARD: |
| INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
| MERCH TRAFFIC LIMITED |
| Opinion |
| We have audited the financial statements of Merch Traffic Limited (the 'company') for the year ended 31 December 2024 which comprise the Profit and loss account, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 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 December 2024 and of its profit 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 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. |
| Other information |
| The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. |
| We have nothing to report in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of 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. |
| INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
| MERCH TRAFFIC LIMITED |
| 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 where 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. |
| INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
| MERCH TRAFFIC LIMITED |
| 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. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| 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. |
| As part of our planning of the audit work required we obtained an understanding of the legal and regulatory frameworks that are applicable to the entity via enquiries of the company’s management, carried out analytical procedures, held discussions amongst the engagement team and using knowledge of the sector determined that the most significant laws and regulation are those that relate to: |
| · Data protection. |
| · Employment law including right to work in the UK. |
| · Copyright laws. |
| · Distance selling regulations. |
| · UK Tax legislation. |
| We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as FRS102 and the Companies Act 2006. |
| Based on the results of our risk assessment we designed our audit procedures to identify non-compliance with the laws and regulations and the fraud risks identified. This included enquiries with management to understand their policies and procedures for compliance with those regulations and we completed the following tests: |
| · Obtained an understanding of relevant controls. |
| · Reviewed the company’s risk assessments, procedures and IT systems. |
| · Checked samples of documentation including contracts with artists, insurance policies and right to work in the UK documentation. |
| We also assessed the risks of material misstatement in respect of fraud as follows: |
| · Revenue fraud. |
| · Unauthorised expenditure and/or payments. |
| · Management override of controls. |
| · Manipulation of accounting estimates. |
| · Related party fraud. |
| Based on the results of our risk assessment we designed our audit procedures to identify and to address material misstatements in relation to fraud. This included the risk of management bias relating to judgements and assumptions used in provisions along with testing journals via data analytics. |
| No significant issues were identified during our testing. |
| There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non – detection of irregularities, as these may could involve collusions, forgery, intentional omissions, misrepresentations or the override of internal controls. |
| INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
| MERCH TRAFFIC LIMITED |
| 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. |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Statutory Auditors |
| 55 Loudoun Road |
| St John's Wood |
| London |
| NW8 0DL |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| PROFIT AND LOSS ACCOUNT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| TURNOVER | 3 |
| Cost of sales | ( |
) | ( |
) |
| GROSS PROFIT |
| Administrative expenses | ( |
) | ( |
) |
| OPERATING PROFIT |
| Interest receivable and similar income | 5 |
| 7,579,513 | 6,501,423 |
| Interest payable and similar expenses | 6 | ( |
) | ( |
) |
| PROFIT BEFORE TAXATION | 7 |
| Tax on profit | 9 | ( |
) | ( |
) |
| PROFIT FOR THE FINANCIAL YEAR |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| BALANCE SHEET |
| 31 DECEMBER 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| CURRENT ASSETS |
| Stocks | 10 |
| Debtors | 11 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 12 | ( |
) | ( |
) |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 14 |
| Retained earnings | 15 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| STATEMENT OF CHANGES IN EQUITY |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 January 2023 |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2023 |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2024 |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 |
| Interest paid | ( |
) | ( |
) |
| Tax paid | ( |
) | ( |
) |
| Net cash from operating activities |
| Cash flows from investing activities |
| Interest received |
| Net cash from investing activities |
| Increase in cash and cash equivalents |
| Cash and cash equivalents at beginning of year |
2 |
5,724,707 |
| Cash and cash equivalents at end of year | 2 | 16,836,013 | 13,743,630 |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| NOTES TO THE CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Profit before taxation |
| Finance costs | 7,505 | 9,741 |
| Finance income | (554,870 | ) | (48,655 | ) |
| 7,024,643 | 6,452,768 |
| (Increase)/decrease in stocks | ( |
) |
| Decrease in trade and other debtors |
| (Decrease)/increase in trade and other creditors | ( |
) |
| Cash generated from operations |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Year ended 31 December 2024 |
| 31.12.24 | 1.1.24 |
| £ | £ |
| Cash and cash equivalents | 16,836,013 | 13,743,630 |
| Year ended 31 December 2023 |
| 31.12.23 | 1.1.23 |
| £ | £ |
| Cash and cash equivalents | 13,743,630 | 5,724,707 |
| 3. | ANALYSIS OF CHANGES IN NET FUNDS |
| At 1.1.24 | Cash flow | At 31.12.24 |
| £ | £ | £ |
| Net cash |
| Cash at bank | 13,743,630 | 3,092,383 | 16,836,013 |
| 13,743,630 | 16,836,013 |
| Total | 13,743,630 | 3,092,383 | 16,836,013 |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | ACCOUNTING POLICIES |
| 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 have been prepared under the historical cost convention and the principal accounting policies adopted are set out below. |
| Turnover |
| Turnover represents amounts receivable for goods and services supplied to customers, net of VAT and trade discounts. Sales of goods and services are recognised as revenue when the goods have been delivered or the services rendered. |
| 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. |
| 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. |
| Taxation |
| The tax expense represents the sum of the tax currently payable. |
| 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. |
| 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. |
| 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. |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | ACCOUNTING POLICIES - continued |
| Retirement benefits |
| Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. |
| Cash and cash equivalents |
| Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities. |
| 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. |
| 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. |
| Key sources of estimation uncertainty |
| The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows. |
| Stock provision |
| A stock provision has been included in the accounts based upon the management's assessment on a line by line basis, having reviewed whether a tour has finished and the ageing of the stock, to indicate whether the stock has become obsolete and the likelihood that it will sell below cost. |
| Royalty Provision |
| A provision has been included in the accounts based upon the management's assessment on royalties that will be paid to artists. |
| 3. | TURNOVER |
| In the opinion of the directors it would be seriously prejudicial to disclose the geographical analysis of turnover in these accounts. |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 4. | EMPLOYEES AND DIRECTORS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| The average number of employees during the year was as follows: |
| 31.12.24 | 31.12.23 |
| Administration |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Directors' remuneration |
| Directors' pension contributions to money purchase schemes |
| Information regarding the highest paid director is as follows: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Emoluments etc |
| Pension contributions to money purchase schemes |
| 5. | INTEREST RECEIVABLE AND SIMILAR INCOME |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Bank account interest |
| 6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Bank interest |
| Interest payable |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 7. | PROFIT BEFORE TAXATION |
| The profit is stated after charging: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Operating leases |
| Foreign exchange differences |
| 8. | AUDITORS' REMUNERATION |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Fees payable to the company's auditors and their associates for the audit of the company's financial statements |
91,734 |
101,278 |
| Other non- audit services |
| 9. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Current tax: |
| UK corporation tax |
| Tax on profit |
| UK corporation tax has been charged at 25% . |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of (2023 - |
| Effects of: |
| Expenses not deductible for tax purposes |
| Change in corporation tax rate | ( |
) |
| Total tax charge | 1,893,372 | 1,527,171 |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 10. | STOCKS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Finished goods |
| 11. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Trade debtors |
| Amounts owed by participating interests | 548,852 | 721,546 |
| Other debtors |
| Tax |
| Prepayments and accrued income |
| 12. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Trade creditors |
| Amounts owed to group undertakings |
| Taxation |
| Social security and other taxes |
| VAT | 149,914 | 1,253,084 |
| Other creditors |
| Accruals and deferred income |
| 13. | LEASING AGREEMENTS |
| Minimum lease payments under non-cancellable operating leases fall due as follows: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Within one year |
| Between one and five years |
| 14. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.12.24 | 31.12.23 |
| value: | £ | £ |
| Ordinary | £1 | 100 | 100 |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 15. | RESERVES |
| Retained |
| earnings |
| £ |
| At 1 January 2024 |
| Profit for the year |
| At 31 December 2024 |
| 16. | RELATED PARTY DISCLOSURES |
| At the balance sheet date, there was various balances and transactions within the group with non wholly owned companies. All these companies are controlled by the ultimate controlling party, Live Nation Entertainment Inc. |
| At the balance sheet date, the company was owed £234 (2023: £721,546) from non wholly owned group companies. |
| During the year, merchandising sales of £2,349,104 (2023: £3,192,235) were made to non wholly owned group companies. |
| At the balance sheet date, the company owed £12,896 (2023: £309,154) to non wholly owned group companies. |
| During the year, merchandising purchases and payroll recharges of £335,126 (2023: £439,325) were made from non wholly owned group companies. |
| At the balance sheet date, there was various balances and transactions with related parties. Live Nation Entertainment Inc has a majority shareholding in these companies. |
| During the year, merchandising sales of Nil (2023: £22,714) were made to related parties. |
| At the balance sheet date, the company owed Nil (2023: £18,225) to related parties. During the year, merchandising purchases of £157,131 (2023: £224,576) were made from related parties. |
| During the year, a total of key management personnel compensation of £ |
| 17. | ULTIMATE CONTROLLING PARTY |
| The smallest group for which consolidated financial statements are drawn up is headed by Live Nation Entertainment Inc., whose registered office is 9348 Civic Center Drive, Beverly Hills, CA 90210. |
| The ultimate controlling party is Live Nation Entertainment Inc. |
| MERCH TRAFFIC LIMITED (REGISTERED NUMBER: 10956276) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 18. | RETIREMENT BENEFIT SCHEMES |
| 2024 | 2023 |
| Defined contribution schemes | £ | £ |
| Charge to profit or loss in respect of defined contribution schemes | 64,577 | 64,778 |
| 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. |
| 19. | COMPANY INFORMATION |
| Merch Traffic Limited is a company limited by shares incorporated in England and Wales. The registered office is 30 St. John Street, London, England, EC1M 4AY. |
| The financial statements are presented in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £. |