Company registration number 05094413 (England and Wales)
KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
COMPANY INFORMATION
Directors
Paul Gill
Matthew Edwards
Josh Bond
Secretary
Infrastructure Managers Limited
Company number
05094413
Registered office
8th Floor
6 Kean Street
London
WC2B 4AS
Auditor
PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Atria One
144 Morrison Street
Edinburgh
EH3 8EX
Bankers
HSBC Bank plc
60 Queen Victoria Street
London
EC4N 4TR
Solicitors
Dentons UKMEA LLP
9 Haymarket Square
Edinburgh
EH3 8RY
KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
CONTENTS
Page
Directors' report
1 - 2
Directors' responsibilities statement
3
Independent auditors' report
4 - 7
Group statement of comprehensive income
8
Group statement of financial position
9
Company statement of financial position
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 26
KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2024
- 1 -

The directors present their annual report and financial statements for the year ended 30 June 2024.

Principal activities

The Company is a holding company with a single subsidiary, Key Health Services (Addenbrookes) Limited, which runs an Elective Care Centre, Genetics Centre and Diabetes Centre at Addenbrookes Hospital Cambridge.

Results and dividends

The results for the year are set out on page 8.

 

During the year, there have been a number of significant areas of deductions suffered by the Company, totalling £3,158k, largely driven by a small number of large value failure events. As a result of these deductions the contractual thresholds for service failure points (“SFP”) has been breached, resulting in a potential event of default under the Project Agreement and therefore a risk of termination of that agreement by the Trust. Since the year end, the level of deductions has reduced, however the rolling total thresholds remain breached at the date of signing.

 

As a further consequence of the deductions, the Company had to bear the cost in relation to a number of items which were historic in nature. This meant the Company needed to use funds in the Debt Service Reserve Account in order to meet its debt obligations in March 2022 and which remains underfunded. This continues to be the forecast position through the next 24 months. The Company is therefore not meeting its reserve funding requirements under the loan contract, which is a potential event of default under the credit agreement, as a result of which the lender could recall the debt.

 

The Directors regularly review the cashflow forecasts and payment. The lifecycle and capital works plan is being interrogated to ensure the final plan in place is deliverable, resolves the issues which are incurring material deductions, and allows the contract to reach a steady state. The level of lifecycle expenditure to achieve this results in the Company continuing to expend more money than is being received. Although this poses a short term going concern issue, the forecasts indicate that the company will have adequate resources to continue in operational existence for the foreseeable future, providing that neither the Project Agreement or the credit agreement are terminated by the Trust or the lender respectively and equity support is obtained.

 

Communication is open with all parties as the Directors work to get the project back to a steady state of operation, but there remains a risk that (i) the Trust terminate the project agreement, (ii) further equity support is not secured from the shareholders and / or (iii) the lenders could terminate the credit agreement. There factors therefore reflect a material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern. The financial statements do not include the adjustments that would result if the Company was unable to continue as a going concern.

Ordinary dividends were paid amounting to £nil (2023: £nil). The directors do not recommend payment of a final dividend.

Directors

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

Kirsty O'Brien
(Resigned 13 November 2024)
Paul Gill
John Wrinn
(Resigned 29 February 2024)
Matthew Edwards
(Appointed 29 September 2023)
Bryan Acutt
(Resigned 29 September 2023)
Josh Bond
(Appointed 4 October 2024)
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.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 2 -
Financial instruments

Due to the nature of the Group's business, the financial risks the directors consider relevant are credit, interest rate, cash flow and liquidity risk. The credit risk is not considered significant as the income is ultimately derived from established public sector counterparties.

Interest rate risk

The financial risk management objectives of the Group are to ensure that financial risks are mitigated by the use of financial instruments. The Group uses interest rate swaps to reduce its exposure to interest rate movements. Financial instruments are not used for speculative purposes.

 

Cash Flow and Liquidity risk

The risks surrounding short term cash flow and liquidity are detailed within the performance review section of this report, along with the Directors actions to manage these risks.

Auditor

The auditor, PricewaterhouseCoopers LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of disclosure to auditor

Each of the persons who is a director at the date of approval of this report confirms that:

 

•    so far as they are aware, there is no relevant audit information of which the group and the Company's auditors is unaware;     and

•    they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit     information and to establish that the group and the Company's auditors are aware of that information.

Key performance indicators

The performance of the Group from a cash perspective is assessed bi-weekly by the testing of the covenants of the senior debt provider. The key indicator being the debt service cover ratio. The Group performance is detailed in the performance review section of this report, noting covenants have not been complied with in line with the Group loan agreement.

 

Climate Change

The directors recognise that it is important to disclose their view of the impact of climate change on the company. As a holding company, the Company itself does not trade. Through the subsidiary, the Group holds key operational contracts which are long-term and with a small number of known counterparties. In most cases, the cash flows from these contracts can be predicted with reasonable certainty for at least the medium-term. Having considered the Company's and the Group's operations, their contracted rights and obligations and forecast cash flows, there is not expected to be a significant impact upon the Company's or the Group's operational or financial performance arising from climate change.

Going concern

These financial statements have been prepared on the going concern basis for the reasons set out in the Accounting Policies.

This report was approved by the board of directors on 19 June 2025 and signed by order of the board by:
Chris Richardson
For and on behalf of Infrastructure Managers Limited
Secretary
19 June 2025
KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2024
- 3 -

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

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

 

The financial statements were approved and signed by the director and authorised for issue on 19 June 2025

 

 

 

 

Josh Bond

Director                        

 

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
- 4 -
Report on the audit of the financial statements
Opinion

In our opinion, Key Health Services Holdings (Addenbrookes) Limited's group financial statements and company financial statements ("the financial statements"):

 

We have audited the financial statements, included within the Annual Report and Financial Statements (the "Annual Report"), which comprise: the Group and Company Statements of financial position as at 30 June 2024; the Group Statement of comprehensive income, the Group and Company Statements of changes in equity and the Group Statement of cash flow for the year then ended; and the notes to the financial statements, which include a description of the significant accounting policies.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) ("ISAs (UK)") and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

 

Independence

We remained independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Material uncertainty related to going concern

In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure made in note 1.4 to the financial statements concerning the group’s and company’s ability to continue as a going concern. The group's expenditures have exceeded income for a number of months, a trend which the directors anticipate to continue in the short term. During the year ended 30 June 2024, this resulted in the group breaching its service failure points (SFPs) under the Project Agreement and its reserves maintenance covenants under the credit agreement. As such, there exists a risk that the Project Agreement may be terminated as a result of SFP levels breaching thresholds, or due to underfunded reserves breaching the reserves maintenance covenants, the lenders could recall the debt. These conditions, along with the other matters explained in note 1.4 to the financial statements, indicate the existence of a material uncertainty which may cast significant doubt about the group’s and company’s ability to continue as a going concern. The financial statements do not include the adjustments that would result if the group and company were unable to continue as a 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.

 

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

 

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
- 5 -

Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and our auditors' report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon.

 

In connection with our audit of the financial statements, 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 audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. 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 based on these responsibilities.

 

With respect to the Directors' report, we also considered whether the disclosures required by the UK Companies Act 2006 have been included.

 

Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below.

Directors' report

In our opinion, based on the work undertaken in the course of the audit, the information given in the Directors' report for the year ended 30 June 2024 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

 

In light of the knowledge and understanding of the group and company and their environment obtained in the course of the audit, we did not identify any material misstatements in the Directors' report.

Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements

As explained more fully in the Directors' Responsibilities Statement, the directors are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control as they 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 group’s and 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 group or the company or to cease operations, or have no realistic alternative but to do so.

 

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.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
- 6 -

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 group and industry, we identified that the principal risks of non-compliance with laws and regulations related to the Companies Act and UK tax legislation, and we considered the extent to which non-compliance might have a material effect on the financial statements. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries and the risk of management bias in accounting estimates. Audit procedures performed by the engagement team included:

 

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

 

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.

Use of this report

This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

 

Other required reporting

 

Companies Act 2006 exception reporting

Under the Companies Act 2006 we are required to report to you if, in our opinion:

 

 

We have no exceptions to report arising from this responsibility.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
- 7 -

Entitlement to exemptions

Under the Companies Act 2006 we are required to report to you if, in our opinion, the directors were not entitled to: take advantage of the small companies exemption in preparing the Directors' Report; and take advantage of the small companies exemption from preparing a strategic report. We have no exceptions to report arising from this responsibility.

 

Paul Cheshire (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Edinburgh
20 June 2025
KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
2,929,250
3,868,351
Cost of sales
(2,059,695)
(4,492,710)
Gross profit/(loss)
869,555
(624,359)
Administrative expenses
(2,238,601)
(1,300,882)
Other operating income
4
-
1,500,000
Operating loss
(1,369,046)
(425,241)
Interest receivable and similar income
7
4,326,457
4,245,732
Interest payable and similar expenses
8
(5,029,124)
(4,850,086)
Loss before taxation
(2,071,713)
(1,029,595)
Tax on loss
9
-
0
-
0
Loss for the financial year
(2,071,713)
(1,029,595)
Other comprehensive income
Cash flow hedges (loss)/gain arising in the year
(435,640)
4,337,153
Total comprehensive income for the year
(2,507,353)
3,307,558

All the activities of the group are from continuing operations.

The notes on pages 14 to 26 form part of these financial statements.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
GROUP STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2024
30 June 2024
- 9 -
2024
2023
Notes
£
£
£
£
Current assets
Debtors falling due within one year
12
12,168,716
8,336,661
Debtors falling due after more than one year
12
51,140,137
53,788,281
Cash at bank and in hand
8,878,155
10,471,854
72,187,008
72,596,796
Creditors: amounts falling due within one year
13
(59,624,975)
(60,333,737)
Net current assets
12,562,033
12,263,059
Creditors: amounts falling due after more than one year
14
(34,663,247)
(31,856,920)
Net liabilities
(22,101,214)
(19,593,861)
Capital and reserves
Called up share capital
17
5,000
5,000
Hedging reserve
(12,169,589)
(11,733,949)
Profit and loss reserves
(9,936,625)
(7,864,912)
Total equity
(22,101,214)
(19,593,861)

The notes on pages 14 to 26 form part of these financial statements.

The financial statements were approved by the board of directors and authorised for issue on 19 June 2025 and are signed on its behalf by:
19 June 2025
Josh Bond
Director
Company registration number 05094413 (England and Wales)
KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2024
30 June 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
10
5,000
5,000
Current assets
Cash at bank and in hand
79
79
Net current assets
79
79
Net assets
5,079
5,079
Capital and reserves
Called up share capital
17
5,000
5,000
Profit and loss reserves
79
79
Total equity
5,079
5,079

The notes on pages 14 to 26 form part of these financial statements.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was nil (2023 - £nil).

The financial statements were approved by the board of directors and authorised for issue on 19 June 2025 and are signed on its behalf by:
19 June 2025
Josh Bond
Director
Company registration number 05094413 (England and Wales)
KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
- 11 -
Share capital
Hedging reserve
Profit and loss reserves
Total
£
£
£
£
Balance at 1 July 2022
5,000
(16,071,102)
(6,835,317)
(22,901,419)
Year ended 30 June 2023:
Loss for the year
-
-
(1,029,595)
(1,029,595)
Other comprehensive income:
Cash flow hedges gains
-
4,337,153
-
4,337,153
Total comprehensive income
-
4,337,153
(1,029,595)
3,307,558
Balance at 30 June 2023
5,000
(11,733,949)
(7,864,912)
(19,593,861)
Year ended 30 June 2024:
Loss for the year
-
-
(2,071,713)
(2,071,713)
Other comprehensive income:
Cash flow hedges gains
-
(435,640)
-
(435,640)
Total comprehensive income
-
(435,640)
(2,071,713)
(2,507,353)
Balance at 30 June 2024
5,000
(12,169,589)
(9,936,625)
(22,101,214)

 

The notes on pages 14 to 26 form part of these financial statements.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 July 2022
5,000
79
5,079
Year ended 30 June 2023:
Profit and total comprehensive income for the year
-
-
-
0
Balance at 30 June 2023
5,000
79
5,079
Year ended 30 June 2024:
Profit and total comprehensive income
-
-
-
0
Balance at 30 June 2024
5,000
79
5,079

The notes on pages 14 to 26 form part of these financial statements.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2024
- 13 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash (used in)/generated from operations
20
(1,121,460)
2,897,993
Investing activities
Interest received
4,326,457
4,245,732
Net cash generated from investing activities
4,326,457
4,245,732
Financing activities
Repayment of bank loans
(2,068,564)
(1,823,679)
Interest paid
(2,730,132)
(2,866,783)
Net cash used in financing activities
(4,798,696)
(4,690,462)
Net (decrease)/increase in cash and cash equivalents
(1,593,699)
2,453,263
Cash and cash equivalents at beginning of year
10,471,854
8,018,591
Cash and cash equivalents at end of year
8,878,155
10,471,854

The notes on pages 14 to 26 form part of these financial statements.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
- 14 -
1
Accounting policies
Company information

Key Health Services Holdings (Addenbrookes) Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 8th Floor, 6 Kean Street, London, WC2B 4AS.

 

The Company is a holding company with a single subsidiary, Key Health Services (Addenbrookes) Limited, which runs an Elective Care Centre, Genetics Centre and Diabetes Centre at Addenbrookes Hospital Cambridge.

1.1
Accounting convention

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

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

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Key Health Services Holdings (Addenbrookes) Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 30 June 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

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

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

1.3

Disclosure exemptions

The Company has taken advantage of the following exemption:

 

From preparing a statement of cash flows, on the basis that it is a qualifying entity and the consolidated statement of cash flows, included in these financial statements, includes the Company's cash flows.

1.4
Going concern

 

Parent company

Cash flow forecasts are prepared for the underlying investment looking over the expected life of the asset and so including the 12 month period from the date the financial statements are approved. In drawing up these forecasts, the directors have made assumptions based upon their view of the current and future economic conditions that will prevail over the forecast period. The Directors note that the underlying investment anticipates expenditure to exceed income for a number of months, as noted in the performance review, and as a result the financial statements of the underlying investment disclose a material uncertainty with respect to going concern.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 15 -

However, the Company has no commitments for expenditure or cash outflow in the 12 month period from the date the financial statements are approved and therefore is not dependent upon receiving cash flows from its underlying investment to meet its obligations as they fall due. In light of this, the directors continue to adopt the going concern basis of accounting in preparing the Company's annual financial statements.

 

Consolidated group

The financial statements of the consolidated group are prepared on a going concern basis notwithstanding net liabilities of £22,096,214 (2023: £19,588,861) which the directors believe to be appropriate for the following reasons.

 

During the year, there have been a number of significant areas of deductions suffered by the Group, largely driven by a small number of large value failure events. As a result of these deductions the contractual thresholds for service failure points (“SFP”) has been breached, resulting in a potential event of default under the Project Agreement, as noted in the performance review. This has resulted in the Group breaching both its loan covenants and its reserves maintenance covenants under the Credit Agreement during the year and continuing since the year-end. These breaches allow for the termination of the Project Agreement and the credit agreement by the Trust and the lender respectively.

 

The Group prepares cash flow forecasts covering the expected life of the asset and so including the 12 month period from the date the financial statements are approved. In drawing up these forecasts, the directors have made assumptions based upon their view of the current and future economic conditions that will prevail over the forecast period. In the short term, the Directors note that the Group anticipates expenditure to exceed income for a number of months, however the forecasts indicate that the Group will have adequate resources to continue in operational existence for the foreseeable future, providing that neither the Project Agreement or the credit agreement are terminated by the Trust or the lender respectively and equity support is obtained.

 

Communication is open with all parties as the Directors work to get the project back to a steady state of operation, but there remains a risk that (i) the Trust terminate the project agreement, (ii) further equity support is not secured from the shareholders and / or (iii) the lenders could terminate the credit agreement. There factors therefore reflect a material uncertainty that may cast significant doubt about the Group’s ability to continue as a going concern. The financial statements do not include the adjustments that would result if the Company was unable to continue as a going concern.

 

 

1.5
Turnover

Turnover represents the services' share of the management services income received by the Group for the provision of a PFI (Private Finance Initiative) asset to the customer. This income is received over the life of the concession period. Management service income is allocated between turnover, finance debtor interest and reimbursement of the finance debtor so as to generate a constant rate of return in respect of the finance debtor over the life of the contract.

1.6
Fixed asset investments

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

 

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

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

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 16 -
1.7
Cash and cash equivalents

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

 

The Company is obligated to keep cash reserves as at the balance sheet date in respect of requirements in the company's funding agreements. This restricted cash balance, which is shown within the "cash at bank and in hand" balance amounts to £6,169,392 (2023: £6,034,491).

1.8
Financial instruments

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

 

Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

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

Impairment of financial assets

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

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

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

Derecognition of financial assets

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

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 17 -
Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

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

Derecognition of financial liabilities

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

1.9
Equity instruments

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

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 18 -
Hedge accounting

The Company has entered into an arrangement with third parties that is designed to hedge future cash flows arising on variable rate interest loan arrangements, with the net effect of exchanging the cash flows arising under those arrangements for a stream of fixed interest cash flows ("interest rate swaps"). The Company has also entered into an arrangement with third parties that is designed to hedge future cash receipts arising from its principal activity (RPI swaps). The Company has designated that this arrangement is a hedge of another (non-derivative) financial instrument, to mitigate the impact of potential volatility on the Company's net cash flows.

 

To qualify for hedge accounting, documentation is prepared specifying the hedging strategy, the component transactions and methodology used for effectiveness measurement. Changes in the carrying value of financial instruments that are designated and effective as hedges of future cash flows ("cash flow hedges") are recognised directly in a hedging reserve in equity and any ineffective portion is recognised immediately in the Statement of Comprehensive Income. Amounts deferred in equity in respect of cash flow hedges are subsequently recognised in the Statement of Comprehensive Income in the same period in which the hedged item affects net profit or loss or the hedging relationship is terminated and the underlying position being hedged has been extinguished.

1.10
Taxation

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

Current tax

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

Deferred tax

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

 

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

1.11
Finance debtor

The Company has taken the transition exemption in FRS 102 Section 35.10(i) that allows the Company to continue the service concession arrangement accounting policies from previous UK GAAP.

 

The Company is accounting for the concession asset based on the ability to substantially transfer all the risks and rewards of ownership to the customer, with this arrangement the costs incurred by the Company on the design and construction of the assets have been treated as a finance debtor within these financial statements.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 19 -
2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

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.

Impairment of assets

The Company has taken the transition exemption in FRS 102 Section 35.10(i) that allows the Company to continue the service concession arrangement accounting policies from previous UK GAAP.

 

The Company is accounting for the concession asset based on the ability to substantially transfer all the risks and rewards of ownership to the customer, with this arrangement the costs incurred by the Company on the design and construction of the assets have been treated as a finance debtor within these financial statements.

Fair values for derivative contracts

Fair values for derivative contracts are based on mark-to-market valuations provided by the contract counterparty. Whilst these can be tested for reasonableness, the exact valuation methodology and forecast assumptions for future interest rates or inflation rates are specific to the counterparty.

Service concession contract

Accounting for the service concession contract and finance debtor requires estimation of service margin, finance debtor interest rates and associated amortisation profile which is based on projected trading results to the end of the contract.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Services
2,929,250
3,868,351

The whole of the turnover is attributable to the principal activity of the group wholly undertaken in the United Kingdom.

4
Other operating income

Other operating income relates to defect settlement signed in December 2022 as set out in the Performance Review.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 20 -
5
Auditors' remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
19,840
14,600

Included in the fee above is £17,180 (2023: £12,840) for the audit of the subsidiary entity Key Health Services (Addenbrookes) Limited.

6
Employees

The average number of persons employed by the Company during the financial year, including the directors, amounted to nil (2023: nil). The directors are not employed by the Company and receive remuneration from another company for their services as directors of this entity and a number of fellow subsidiaries. It is not possible to make an accurate apportionment of their remuneration in respect of each of the subsidiaries.

7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
385,973
157,838
Interest received on finance debtor
3,940,484
4,087,894
8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
2,730,133
2,833,612
Interest payable to group undertakings
2,298,991
2,016,474
5,029,124
4,850,086
9
Taxation

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

2024
2023
£
£
Loss before taxation
(2,071,713)
(1,029,595)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2023: 20.50%)
(517,928)
(211,015)
Effect of change in corporation tax rate
-
(46,384)
517,928
257,399
Taxation charge
-
-
KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
9
Taxation
(Continued)
- 21 -

The company has not recognised deferred tax on £2,071,713 (2023: £1,029,595) corporation tax losses incurred during the year due to uncertainty over their recovery against future profits (see note 14).

10
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
11
-
0
-
0
5,000
5,000
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 July 2023 and 30 June 2024
5,000
Carrying amount
At 30 June 2024
5,000
At 30 June 2023
5,000
11
Subsidiaries

Details of the company's subsidiaries at 30 June 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Key Health Services (Addenbrookes)
Limited
8th Floor, 6 Kean Street, London, WC2B 4AS
Ordinary
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Key Health Services (Addenbrookes)
Limited
(22,101,293)
(2,071,713)

The directors acknowledge the investment is in net liabilities. The directors have reviewed the investments forecasts and projections and have reasonable expectation that no material impairment indicators exist and the investment will continue in operation existence for the foreseeable future.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 22 -
12
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
5,087,682
4,664,542
-
0
-
0
Finance debtor
2,793,358
2,031,687
-
-
Prepayments and accrued income
4,287,676
1,640,432
-
0
-
0
12,168,716
8,336,661
-
-
Amounts falling due after more than one year:
Finance debtor
47,083,607
49,876,965
-
-
Deferred tax asset (note 16)
4,056,530
3,911,316
-
0
-
0
51,140,137
53,788,281
-
-
Total debtors
63,308,853
62,124,942
-
-
13
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans
15
44,100,410
46,168,974
-
0
-
0
Trade creditors
4,608,599
2,610,560
-
0
-
0
Other taxation and social security
413,483
753,643
-
0
-
0
Other creditors
609,057
535,540
-
0
-
0
Accruals and deferred income
9,893,426
10,265,020
-
0
-
0
59,624,975
60,333,737
-
0
-
0

The bank loan is secured by a floating charge over the assets, rights and undertakings of the Company, and by a fixed charge over all the leasehold interests, book debts, project accounts and intellectual property of the Company. The loan is repayable in 56 semi-annual instalments commencing on 31 March 2007, the final repayment is due on 31 March 2035. The full amount of loan drawdown at 30 June 2024 is £44,100,410 (2023: £46,168,974).

 

The Group is in default with the lender as at 30 June 2024 due to breaching its reserves maintenance covenants as explained in accounting policies note 1.4. As a result of the breech, the lender can call the debt, making it effectively repayable on demand. For this reason the full amount of senior loan is disclosed as payable within one year.

 

Other creditors include accrued subordinated debt interest.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 23 -
14
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Other borrowings
15
18,437,128
16,211,655
-
0
-
0
Derivative financial instruments
16,226,119
15,645,265
-
0
-
0
34,663,247
31,856,920
-
-

Other borrowings include capitalised unpaid interest on loan notes of £11,311,434 (2023: £9,085,961).

 

The full amount of senior loan is disclosed as payable within one year as explained in note 13.

Amounts included above which fall due after five years are as follows:
Payable by instalments
18,437,128
16,211,655
-
-
15
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
44,100,410
46,168,974
-
0
-
0
Loans from related parties
18,437,128
16,211,655
-
0
-
0
62,537,538
62,380,629
-
-
Payable within one year
44,100,410
46,168,974
-
0
-
0
Payable after one year
18,437,128
16,211,655
-
0
-
0
KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
15
Loans and overdrafts
(Continued)
- 24 -

The bank loan is secured by a floating charge over the assets, rights and undertakings of the Company, and by a fixed charge over all the leasehold interests, book debts, project accounts and intellectual property of the Company. The loan is repayable in 56 semi-annual instalments commencing on 31 March 2007, the final repayment is due on 31 March 2035. The full amount of loan drawdown at 30 June 2024 is £44,100,410 (2023: £46,168,974).

 

The Company is in default with the lender as at 30 2024 due to breaching its reserves maintenance covenants as explained in accounting policies note 1.4. As a result of the breech, the lender can call the debt, making it effectively repayable on demand. For this reason the full amount of senior loan is disclosed as payable within one year.

 

Amounts owed to related parties:

 

Under the terms of an Unsecured Subordinated Loan Stock Instrument, dated 27 October 2004, the noteholders of the Company subscribed for £7,681,000 of loan notes. The loan notes are to mature in full in 2037, however the Company may redeem all or part of the loan notes at anytime provided certain conditions are met and relevant consents are given. The loan notes are unsecured and bear interest at 11.25% which is payable semi-annually. Where subordinated debt principal and interest payments have not been made, interest is calculated on the loan notes and unpaid interest at 13.25%. It has been agreed that unpaid loan note interest would be capitalised semi-annually in March and September. As a result unpaid interest is now included in creditors due in over 1 year as explained in note 14.

16
Deferred taxation

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

Assets
Assets
2024
2023
Group
£
£
Derivative financial instruments
4,056,530
3,911,316
The company has no deferred tax assets or liabilities.
Group
Company
2024
2024
Movements in the year:
£
£
Asset at 1 July 2023
(3,911,316)
-
Credit to other comprehensive income
(145,214)
-
Asset at 30 June 2024
(4,056,530)
-

There are no unused tax losses or unused tax credits.

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 25 -
17
Share capital
Group and company
2024
2023
2024
2023
Issued and fully paid
Ordinary shares of £1 each
5,000
5,000
5,000
5,000

There is a single class of ordinary share. There are no restrictions on the distribution of the dividends and the repayment of capital.

18
Related party transactions

Company

 

The following disclosures are with entities in the group that are not wholly owned:

 

The Company paid £408,113 (2023: £383,573) to BIIF LP and its subsidiaries for the provision of two directors and the provision of management services and loan funding. Amounts outstanding as at 30 June 2024 were £9,522,983 (2023: £8,391,501).

 

During the period Infrastructure Managers Limited, a fellow group company provided management services to the Company.

 

The Company paid £nil (2023: £nil) to Equitix Fund V LP and its subsidiaries for the provision of two directors and loan funding. Amounts outstanding at 30 June 2024 were £9,523,092 (2023: £8,373,597).

19
Controlling party

The share capital of Key Health Services Holdings (Addenbrookes) Limited is held in the proportions: 50% Equitix Innova Project Investments Limited and 50% AM Holdco Limited.

 

In the opinion of the directors, there is no one ultimate controlling party, as the holding Company is controlled equally by BIIF LP and Equitix Fund V LP.

20
Cash (absorbed by)/generated from group operations
2024
2023
£
£
Loss for the year after tax
(2,071,713)
(1,029,595)
Adjustments for:
Finance costs
5,029,124
4,850,086
Investment income
(4,326,457)
(4,245,732)
Movements in working capital:
(Increase)/decrease in debtors
(1,038,696)
495,974
Increase in creditors
1,286,282
810,786
Cash (absorbed by)/generated from operations
(1,121,460)
881,519

 

KEY HEALTH SERVICES HOLDINGS (ADDENBROOKES) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 26 -
21
Analysis of changes in net debt - group
1 July 2023
Cash flows
Other non-cash changes
Market value movements
30 June 2024
£
£
£
£
£
Cash at bank and in hand
10,471,854
(1,593,699)
-
-
8,878,155
Borrowings excluding overdrafts
(62,380,629)
2,068,564
(2,225,473)
-
(62,537,538)
Derivatives relating to debt
(15,645,265)
-
-
(580,854)
(16,226,119)
(67,554,040)
474,865
(2,225,473)
(580,854)
(69,885,502)
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