Caseware UK (AP4) 2024.0.164 2024.0.164 2024-06-302024-06-30Specialist healthcare data and information solutionsfalsefalse2023-07-01150138false 02530185 2023-07-01 2024-06-30 02530185 2022-07-01 2023-06-30 02530185 2024-06-30 02530185 2023-06-30 02530185 2022-07-01 02530185 1 2023-07-01 2024-06-30 02530185 1 2022-07-01 2023-06-30 02530185 2 2023-07-01 2024-06-30 02530185 2 2022-07-01 2023-06-30 02530185 7 2023-07-01 2024-06-30 02530185 7 2022-07-01 2023-06-30 02530185 d:Exceptional 2023-07-01 2024-06-30 02530185 d:Exceptional 2022-07-01 2023-06-30 02530185 e:Director1 2023-07-01 2024-06-30 02530185 e:Director1 2024-06-30 02530185 e:Director2 2023-07-01 2024-06-30 02530185 e:Director2 2024-06-30 02530185 e:Director3 2023-07-01 2024-06-30 02530185 e:Director3 2024-06-30 02530185 e:Director4 2023-07-01 2024-06-30 02530185 e:Director4 2024-06-30 02530185 e:Director5 2023-07-01 2024-06-30 02530185 e:Director5 2024-06-30 02530185 e:RegisteredOffice 2023-07-01 2024-06-30 02530185 d:ComputerEquipment 2023-07-01 2024-06-30 02530185 d:ComputerEquipment 2024-06-30 02530185 d:ComputerEquipment 2023-06-30 02530185 d:ComputerEquipment d:OwnedOrFreeholdAssets 2023-07-01 2024-06-30 02530185 d:Goodwill 2023-07-01 2024-06-30 02530185 d:Goodwill 2024-06-30 02530185 d:Goodwill 2023-06-30 02530185 d:CopyrightsPatentsTrademarksServiceOperatingRights 2023-07-01 2024-06-30 02530185 d:CopyrightsPatentsTrademarksServiceOperatingRights 2024-06-30 02530185 d:CopyrightsPatentsTrademarksServiceOperatingRights 2023-06-30 02530185 d:IntangibleAssetsOtherThanGoodwill 2024-06-30 02530185 d:IntangibleAssetsOtherThanGoodwill 2023-06-30 02530185 d:CurrentFinancialInstruments 2024-06-30 02530185 d:CurrentFinancialInstruments 2023-06-30 02530185 d:CurrentFinancialInstruments d:WithinOneYear 2024-06-30 02530185 d:CurrentFinancialInstruments d:WithinOneYear 2023-06-30 02530185 d:ReportableOperatingSegment1 2023-07-01 2024-06-30 02530185 d:ReportableOperatingSegment1 2022-07-01 2023-06-30 02530185 f:UnitedKingdom 2023-07-01 2024-06-30 02530185 f:UnitedKingdom 2022-07-01 2023-06-30 02530185 f:RestEuropeOutsideUK 2023-07-01 2024-06-30 02530185 f:RestEuropeOutsideUK 2022-07-01 2023-06-30 02530185 f:RestWorldOutsideUK 2023-07-01 2024-06-30 02530185 f:RestWorldOutsideUK 2022-07-01 2023-06-30 02530185 d:UKTax 2023-07-01 2024-06-30 02530185 d:UKTax 2022-07-01 2023-06-30 02530185 d:ShareCapital 2023-07-01 2024-06-30 02530185 d:ShareCapital 2024-06-30 02530185 d:ShareCapital 2023-06-30 02530185 d:ShareCapital 2022-07-01 02530185 d:SharePremium 2023-07-01 2024-06-30 02530185 d:SharePremium 2024-06-30 02530185 d:SharePremium 2023-06-30 02530185 d:SharePremium 2022-07-01 02530185 d:RetainedEarningsAccumulatedLosses 2023-07-01 2024-06-30 02530185 d:RetainedEarningsAccumulatedLosses 2024-06-30 02530185 d:RetainedEarningsAccumulatedLosses 2022-07-01 2023-06-30 02530185 d:RetainedEarningsAccumulatedLosses 2023-06-30 02530185 d:RetainedEarningsAccumulatedLosses 2022-07-01 02530185 d:AcceleratedTaxDepreciationDeferredTax 2024-06-30 02530185 d:AcceleratedTaxDepreciationDeferredTax 2023-06-30 02530185 e:OrdinaryShareClass1 2023-07-01 2024-06-30 02530185 e:OrdinaryShareClass1 2024-06-30 02530185 e:OrdinaryShareClass1 2023-06-30 02530185 e:OrdinaryShareClass2 2023-07-01 2024-06-30 02530185 e:OrdinaryShareClass2 2024-06-30 02530185 e:OrdinaryShareClass2 2023-06-30 02530185 e:FRS101 2023-07-01 2024-06-30 02530185 e:Audited 2023-07-01 2024-06-30 02530185 e:FullAccounts 2023-07-01 2024-06-30 02530185 e:PrivateLimitedCompanyLtd 2023-07-01 2024-06-30 02530185 d:FinancialInstrumentsFairValueThroughProfitOrLoss 2023-07-01 2024-06-30 02530185 d:FinancialLiabilitiesAmortisedCost 2023-07-01 2024-06-30 02530185 d:FinancialInstrumentsDesignatedFairValueThroughProfitOrLoss 2023-07-01 2024-06-30 02530185 4 2023-07-01 2024-06-30 02530185 d:NetGoodwill 2024-06-30 02530185 d:NetGoodwill 2023-06-30 02530185 g:PoundSterling 2023-07-01 2024-06-30 iso4217:GBP xbrli:shares xbrli:pure
Company registration number: 02530185







ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2024


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)






































img4f60.png                        

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
COMPANY INFORMATION


Directors
AR Baker (appointed 11 November 2024)
JR Carney (appointed 27 June 2024)
SP Harvey (appointed 27 June 2024, resigned 30 September 2024)
GL Millward (resigned 27 June 2024)
MF Milner (resigned 27 June 2024)




Registered number
02530185



Registered office
5th Floor, Aldgate Tower
2 Leman Street

London

E18FA




Independent auditors
Menzies LLP
Chartered Accountants & Statutory Auditor

3000a Parkway

Whiteley

Hampshire

PO15 7FX





 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 



CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3 - 4
Independent Auditors' Report
5 - 8
Statement of Comprehensive Income
9
Balance Sheet
10 - 11
Statement of Changes in Equity
12
Statement of Cash Flows
13
Notes to the Financial Statements
14 - 26


 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2024

Introduction
 
The directors submit their strategic report for the year ended 30 June 2024 for HSJ Information Limited (“the Company”).

Business review
 
The company’s principal activity is the provision of specialist healthcare data and information solutions. The Company is focused on maintaining the quality of its data and thus on retaining its position as market leader within the industry. The directors expect the Company’s activities to continue for the foreseeable future.
The headline event during the period was that on 26 June 2024 the Company was acquired from Wilmington plc by Inspirit Franklin Holdings Ltd (“Inspirit”). The Company is operating under a Transitional Services Agreement (“TSA”) with Wilmington plc until 30 June 2025. The TSA covers the changes necessary in the Finance, Human Resources and IT functions to support the standalone business.
The acquisition has resulted in the appointment of a new Board and strengthening the Senior Leadership Team (“SLT”) with the appointment of a CFO and CTO. The SLT is developing a revised strategy for growth, focusing on expanding recurring revenue plus margin improvement. 
Looking forward, The Company will continue to develop its offering and build upon its current status within the industry.
Further details regarding the acquisition and ultimate holding company can be found in Note 22  of these financial statements.
With regards to the financial performance, the key highlights were;
 Revenue decreased to £20.670m, from £21.464m in 2024 
 Operating loss, including exceptional items, of £3.939m, was achieved (2023: £1.603m profit).
 Total net assets as at 30 June 2024 were £11.450m (2023: net liabilities of £0.819m).
During the year the Company had exceptional adjusting items of £436k (2023: £150k) relating to the waiving of 0% interest intercompany loans with fellow group companies which were liquidated during the year and an impairment of intangible assets of £4.740m. 
Excluding the impact of non-cash exceptional expenses, and balance sheet write-offs, the underlying pre tax profit for the period was £1.237m.

Principal risks and uncertainties
 
Many of the key business risks and uncertainties affecting the Company arise from rapidly changing technology, which gives rise to the need for constant development and investment.

Financial risk management
 
During the year under review, Interest rate risk, liquidity risk and capital risk and managed by the Company’s ultimate parent company, Wilmington plc. The Company operated in accordance with funding policies controlled by the executive directors of the ultimate parent company.
Following the acquisition of the Company by Inspirit such risk management processes and polices were brought in-house and are managed by the Company’s Board.

Page 1

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 



STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024

Key performance indicators
 
Until the acquisition of the Company by Inspirit the directors of HSJ Information Limited and Wilmington plc managed the business on a divisional basis. For this reason, the Company’s directors believe that analysis of key performance indicators for the period under review is not necessary or appropriate for and understanding of the development, performance or position of HSJ Information Ltd. The development, performance and position of the divisions, which includes the Company, is discussed in Wilmington plc’s annual report, which does not form part of this report.


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





AR Baker
Director

Date: 26 June 2025

Page 2

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2024

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

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. 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 judgments and accounting estimates that are reasonable and prudent;

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

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

Results and dividends

The loss for the year, after taxation, amounted to £3,760,810 (2023 - profit £2,447,967).

Directors

The directors who served during the year were:

JR Carney (appointed 27 June 2024)
SP Harvey (appointed 27 June 2024, resigned 30 September 2024)
GL Millward (resigned 27 June 2024)
MF Milner (resigned 27 June 2024)

Future developments

Matters referred to within the Strategic Report.

Disclosure of information to auditors

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

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

Page 3

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

The auditors, Menzies LLP, were appointed to fill a casual vacancy in regard to the 30 June 2024 accounts. 
Under section 487(2) of the Companies Act 2006Menzies LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

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





AR Baker
Director

Date: 26 June 2025

Page 4

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 

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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)

Opinion


We have audited the financial statements of HSJ Information Ltd (Formerly Wilmington Healthcare Limited) (the 'Company') for the year ended 30 June 2024, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Cash Flows, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (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 30 June 2024 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


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


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


We have nothing to report in this regard.


Page 5

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED) (CONTINUED)

Opinion on other matters prescribed by the Companies Act 2006
 

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


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


Matters on which we are required to report by exception
 

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


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


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


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


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


Page 6

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED) (CONTINUED)

Auditors' responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
 
The Company is subject to laws and regulations that directly affect the financial statements including financial
reporting legislation, and general regulations such as health and safety. There are no industry specific laws and
regulations which would be deemed to have a significant impact on the financial statements. We assessed the extent of compliance with the appropriate laws and regulations as part of our procedures on the related financial statement items.

We understood how the Company is complying with the legal and regulatory frameworks by, making inquiries to management, those responsible for legal and compliance procedures and the company secretary. We corroborated our inquiries through our review of board minutes.

The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognize non-compliance with laws and regulations. The assessment did not identify any issues in this area.

We assessed the susceptibility of the Company financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:
°Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;
°Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;
°Challenging assumptions and judgments made by management in its significant accounting estimates; and
°Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.
 
As a result of the above procedures, we considered the opportunities and incentives that may exist within the
organisation for fraud and identified the greatest potential for fraud in the following areas:
°Posting of unusual journals and complex transactions.
°Misappropriation of funds through fraudulent purchase ledger and payroll activity.
°Manipulation of amounts subject to significant judgment or estimate.

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

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


Page 7

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED) (CONTINUED)

Use of our report
 

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





Andrew Galliers (FCA) (Senior Statutory Auditor)
  
for and on behalf of
Menzies LLP
 
Chartered Accountants
Statutory Auditor
  
3000a Parkway
Whiteley
Hampshire
PO15 7FX

27 June 2025
Page 8

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2024

2024
2023
Note
£
£

  

Turnover
 4 
20,670,424
21,464,152

Cost of sales
  
(4,351,869)
(3,649,985)

Gross profit
  
16,318,555
17,814,167

Administrative expenses (including exceptional impairment charge of £4,739,762 in relation to Intangible assets)
  
(19,820,954)
(16,211,393)

Exceptional administrative expenses
  
(436,455)
-

Operating (loss)/profit
 5 
(3,938,854)
1,602,774

Tax on (loss)/profit
  
178,044
845,193

(Loss)/profit for the financial year
  
(3,760,810)
2,447,967

No items of other comprehensive income
  

Total comprehensive income for the year
  
(3,760,810)
2,447,967

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

Page 9

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
REGISTERED NUMBER:02530185



BALANCE SHEET
AS AT 30 JUNE 2024

2024
2023
Note
£
£

Fixed assets
  

Goodwill
 12 
12,867,382
14,937,981

  
12,867,382
14,937,981

Fixed assets
  

Other intangible assets
 11 
1,307,000
4,762,163

Tangible assets
  
38,359
-

  
14,212,741
19,700,144

Current assets
  

Debtors: amounts falling due within one year
 14 
5,120,131
4,442,528

Cash at bank and in hand
 15 
2,843,808
19,756

  
7,963,939
4,462,284

Creditors: amounts falling due within one year
 16 
(10,727,031)
(24,408,175)

Net current liabilities
  
 
 
(2,763,092)
 
 
(19,945,891)

Total assets less current liabilities
  
11,449,649
(245,747)

  

Provisions for liabilities
  

Deferred taxation
 17 
-
(572,768)

  
 
 
-
 
 
(572,768)

  

Net assets/(liabilities)
  
11,449,649
(818,515)

Page 10

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
REGISTERED NUMBER:02530185


    
BALANCE SHEET (CONTINUED)
AS AT 30 JUNE 2024

2024
2023
Note
£
£

Capital and reserves
  

Called up share capital 
 18 
104
100

Share premium account
 19 
16,028,970
-

Profit and loss account
 19 
(4,579,425)
(818,615)

  
11,449,649
(818,515)


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




AR Baker
Director

Date: 26 June 2025

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

Page 11

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 



STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024


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

£
£
£
£


At 1 July 2022
100
-
(3,266,582)
(3,266,482)


Comprehensive income for the year

Profit for the year
-
-
2,447,967
2,447,967



At 1 July 2023
100
-
(818,615)
(818,515)


Comprehensive income for the year

Loss for the year
-
-
(3,760,810)
(3,760,810)


Contributions by and distributions to owners

Shares issued during the year
4
16,028,970
-
16,028,974


At 30 June 2024
104
16,028,970
(4,579,425)
11,449,649


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

Page 12

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 



STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2024

2024
2023
£
£

Cash flows from operating activities

(Loss)/profit for the financial year
(3,760,810)
2,447,967

Adjustments for:

Amortisation of intangible assets
786,000
786,000

Depreciation of tangible assets
11,001
-

Impairments of fixed assets
4,739,762
-

Loss on disposal of tangible assets
-
48

Taxation charge
(178,043)
(845,193)

(Increase)/decrease in debtors
(4,312,598)
500,832

Decrease/(increase) in amounts owed by groups
3,634,995
(2,841,699)

Increase in creditors
881,189
95,328

Increase/(decrease) in amounts owed to groups
2,402,209
34,312

Corporation tax (paid)
(365,602)
(160,030)

Net cash generated from operating activities

3,838,103
17,565


Cash flows from investing activities

Purchase of tangible fixed assets
(43,025)
-

Sale of tangible fixed assets
-
(48)

Net cash from investing activities

(43,025)
(48)

Cash flows from financing activities

Issue of ordinary shares
16,028,974
-

Loans from group companies repaid
(17,000,000)
-

Net cash used in financing activities
(971,026)
-

Net increase in cash and cash equivalents
2,824,052
17,517

Cash and cash equivalents at beginning of year
19,756
2,239

Cash and cash equivalents at the end of year
2,843,808
19,756


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
2,843,808
19,756

2,843,808
19,756


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

Page 13

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

1.


General information

HSJ Information Ltd ("the Company") provides specialist healthcare data and information solutions. The Company is a private company limited by shares, incorporated in England and Wales. The address of the registered office is 5th Floor, Aldgate Tower, 2 Leman Street, London, E1 8FA.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework'  and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

Page 14

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.3

Revenue

Revenue is measured at the transaction price and represents amounts receivable for goods and services provided in the normal course of business, net of discounts, VAT and other sales related taxes.
Revenue is recognised at a point in time when a performance obligation is satisfied by transferring a good orservice to the customer. An asset is transferred when the customer obtains control of that asset. Revenue isrecognised over time when a performance obligation is satisfied by the customer simultaneously receiving andconsuming the benefits over the period of the contract.
When payment is received in advance of a performance obligation being satisfied it is recorded on the balancesheet as deferred revenue. Revenue is then recognised at the point in time, or over the period that theperformance obligation is satisfied.

 
2.4

Pensions

Defined contribution pension plan

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

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

 
2.5

Current and deferred taxation

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

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

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

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


Page 15

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.6

Exceptional items

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

 
2.7

Goodwill

Goodwill represents the excess of the cost of a business combination over the total acquisition date fair value of the identifiable assets, liabilities and contingent liabilities acquired.
Cost comprises the fair value of assets given, liabilities assumed and equity instruments issued.
Goodwill is capitalised as an intangible asset and is not amortised. Instead it is reviewed annually for impairment with any impairment in carrying value being charged to profit or loss. The Companies Act 2006 requires acquired goodwill to be reduced by provisions for depreciation calculated to write off the amount systematically over a period chosen by the directors, not exceeding its useful economic life. It has been deemed, however, the non-amortisation of goodwill is a departure, for the overriding purpose of giving a true and fair view. The effect of this departure has not been quantified because it is impracticable and, in the opinion of the directors, would be misleading.

 
2.8

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

 
2.9

Tangible fixed assets

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

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

Depreciation is provided on the following basis:

Computer equipment
-
20%
Straight line

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

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

Page 16

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.10

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.11

Debtors

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

 
2.12

Creditors

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

Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

 
2.13

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 17

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.14

Financial instruments

The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The Company's accounting policies in respect of financial instruments transactions are explained below:

Financial assets and financial liabilities are initially measured at fair value. 

Financial assets

All recognised financial assets are subsequently measured in their entirety at either fair value or amortised cost, depending on the classification of the financial assets.

Fair value through profit or loss

All of the Company's financial assets are subsequently measured at fair value at the end of each reporting period, with any fair value gains or losses being recognised in profit or loss to the extent they are not part of a designated hedging relationship. The net gain or loss recognised in profit or loss includes any dividend or interest earned on the financial asset. 

Impairment of financial assets

The Company always recognises lifetime ECL for trade receivables and amounts due on contracts with customers. The expected credit losses on these financial assets are estimated based on the Company's historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument.

Financial liabilities

Fair value through profit or loss

Financial liabilities are classified as at fair value through profit or loss, when the financial liability is held for trading, or is designated as at fair value through profit or loss. This designation may be made if such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise, or the financial liability forms part of a group of financial instruments which is managed and its performance is evaluated on a fair value basis, or the financial liability forms part of a contract containing one or more embedded derivatives, and IFRS 9 permits the entire combined contract to be designated as at fair value through profit or loss. Any gains or losses arising on changes in fair value are recognised in profit or loss to the extent that they are not part of a designated hedging relationship.

At amortised cost

Financial liabilities which are neither contingent consideration of an acquirer in a business combination, held for trading, nor designated as at fair value through profit or loss are subsequently measured at amortised cost using the effective interest method. This is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or where appropriate a shorter period, to the amortised cost of a financial liability.

Page 18

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In preparing these financial statements, the directors do not consider they have made any signifcant judgements or estimations.


4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Sales
20,670,424
21,464,152

20,670,424
21,464,152


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
20,670,424
19,608,928

Rest of Europe
-
1,805,254

North Amercia
-
49,970

20,670,424
21,464,152



5.


Operating (loss)/profit

The operating (loss)/profit is stated after charging:

2024
2023
£
£

Depreciation of tangible fixed assets
4,666
-

Amortisation of intangible assets, including goodwill
(786,000)
(786,000)

Impairment of intangible assets
(4,739,762)
-

Exchange differences
(151)
-

Defined contribution pension cost
315,862
319,652

Page 19

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

6.


Auditors' remuneration

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


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
28,000
-

Fees payable for the preparation of the financial statements
3,250
-

Fees payable for the preparation of the tax computation
3,400
-


7.


Employees

Staff costs were as follows:


2024
2023
£
£

Wages and salaries
7,330,727
7,255,576

Social security costs
872,650
871,805

Cost of defined contribution scheme
315,862
319,652

8,519,239
8,447,033


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


        2024
        2023
            No.
            No.







Administration
11
15



Sales and marketing
139
123

150
138


8.


Directors' remuneration

Directors of the Company were remunerated by Wilmington Plc, the ultimate parent company until 27 June 2024. Details of these emoluments are disclosed in the financial statements of that Company. 
No Directors were directly remunerated by HSJ Information Limited during the year to 30 June 2024.




Page 20

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

9.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
394,723
370,850

Adjustments in respect of previous periods
-
(399,797)


394,723
(28,947)


Total current tax
394,723
(28,947)

Deferred tax


Movement in deferred taxes
(572,767)
(816,246)

Total deferred tax
(572,767)
(816,246)


Tax on (loss)/profit
(178,044)
(845,193)

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - lower than) the standard rate of corporation tax in the UK of 25% (2023 - 20.50%). The differences are explained below:

2024
2023
£
£


(Loss)/profit on ordinary activities before tax
(3,938,854)
1,602,774


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 20.50%)
(984,714)
328,569

Effects of:


Adjustments to tax charge in respect of prior periods
-
(399,796)

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
121,020
74,155

Movements on deferred tax
(572,767)
(816,246)

Adjusting items not taxable
1,184,941
(30,749)

Other items not taxable
73,476
(1,126)

Total tax charge for the year
(178,044)
(845,193)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 21

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

10.


Exceptional items

2024
2023
£
£


Intercompany write off
436,455
-

436,455
-

During the year the company was sold to Inspirit Capital. 
As a result a certain intra group balances with the previous ownership group were written off.


11.


Intangible assets




Other intangible assets

£



Cost


At 1 July 2023
13,536,451



At 30 June 2024

13,536,451



Impairment


At 1 July 2023
8,774,288


Charge for the year on owned assets
786,000


Impairment charge
2,669,163



At 30 June 2024

12,229,451



Net book value



At 30 June 2024
1,307,000



At 30 June 2023
4,762,163

Upon the acquisition of HSJ Information Ltd by Inspirit Franklin Holdings on 27 June 2024, a review of the intangibles occurred, resulting in the impairment of £2.669m in relation to Other Intangibles.




Page 22

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

12.


Goodwill




2024

£



Cost


At 1 July 2023
15,653,398



At 30 June 2024

15,653,398



Amortisation


At 1 July 2023
715,417


Impairment charge
2,070,599



At 30 June 2024

2,786,016



Net book value



At 30 June 2024
12,867,382



At 30 June 2023
14,937,981

Upon the acquisition of HSJ Information Ltd by Inspirit Franklin Holdings on 27 June 2024, a review of the intangibles occurred, resulting in the impairment of Goodwill in relation to a previous acquisition of £2.071m.


Page 23

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

13.


Tangible fixed assets





Computer equipment

£



Cost or valuation


Additions
43,025



At 30 June 2024

43,025



Depreciation


Charge for the year on owned assets
4,666



At 30 June 2024

4,666



Net book value



At 30 June 2024
38,359



At 30 June 2023
-


14.


Debtors

2024
2023
£
£


Trade debtors
3,229,411
177,876

Amounts owed by group undertakings
-
3,634,995

Other debtors
383,627
557

Prepayments and accrued income
1,507,093
629,100

5,120,131
4,442,528



15.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
2,843,808
19,756

2,843,808
19,756


Page 24

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

16.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
457,833
67,889

Amounts owed to group undertakings
3,866,840
18,464,631

Corporation tax
394,723
359,042

Other taxation and social security
897,120
51,563

Other creditors
64,315
-

Accruals and deferred income
5,046,200
5,465,050

10,727,031
24,408,175



17.


Deferred taxation




2024


£






At beginning of year
(572,768)


Charged to profit or loss as adjusted for in relation to prior year
572,768



At end of year
-

The deferred taxation balance is made up as follows:

2024
2023
£
£


Accelerated capital allowances
-
(572,768)

-
(572,768)

Page 25

 


HSJ INFORMATION LTD (FORMERLY WILMINGTON HEALTHCARE LIMITED)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

18.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



78 (2023 - 75) Ordinary A shares of £1.00 each
78
75
26 (2023 - 25) Ordinary B shares of £1.00 each
26
25

104

100

Each ordinary share holds equal voting and dividend rights.


On 25 June 2024, The Company allotted 3 Ordinary A shares for £12,021,730.50, and 1 ordinary B share for £4,007,243.50.


19.


Reserves

Share premium account

The share premium amount consists of amounts received by the company in excess of the the nominal value of the shares issued.

Profit and loss account

This reserve records retained earnings and accumulated losses.


20.


Controlling party

The Company was controlled by Wilmington Insight Limited, part of the Wilmington Plc Group until 27 June 2024.
On this date, the Company was purchased by Inspirit Franklin Holdings Limited, which became the immediate parent and controlling party.
Inspirit Franklin Holdings Limited is part of the Inspirit Franklin Topco Limited Group, who will produce their first set of accounts for the period to 30 June 2025.

 
Page 26