Company registration number 06554511 (England and Wales)
INTEQ SERVICES LTD.
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
INTEQ SERVICES LTD.
COMPANY INFORMATION
Directors
JS Gordon
PR Hepburn
(Appointed 1 August 2024)
Secretary
Resolis Limited
Company number
06554511
Registered office
1 Park Row
Leeds
United Kingdom
LS1 5AB
Auditor
Johnston Carmichael LLP
7-11 Melville Street
Edinburgh
United Kingdom
EH3 7PE
INTEQ SERVICES LTD.
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditor's report
7 - 10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Notes to the financial statements
14 - 27
INTEQ SERVICES LTD.
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 1 -

The directors present the strategic report for the year ended 31 March 2025.

 

These financial statements have been prepared under FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

 

Company objectives

The objectives of the Company are to successfully design, construct, finance and operate communication facilities at the Ministry of Defence, Basil Hill, Corsham for a period of 25 years through a contract with the Ministry of Defence under the government's Private Finance Initiative (the PFI contract).

 

Company's strategy

To ensure that the Company achieves its objective, the strategy is to implement processes, policies and procedures to comply with the control matrices stipulated in the project documentation committed to at the inception of the project. This includes minimising performance and availability deductions, cash monitoring and maintenance of good working relationships between all stakeholders.

 

Ownership

The Company is owned by Inteq Services (Holdings) Ltd which is owned by its parent companies Coral Project Investments LP and Dalmore Capital Fund LP, acting by their general manager, Dalmore Capital Limited, and operates in the United Kingdom.

Review of the Business

The Company declared dividends in the year of £637,000 (2024: £1,240,000).

 

The profit for the financial year is £919,000 (2024: £1,159,000).

At the year end the Company had net liabilities of £1,392,000 (2024: £2,595,000).

 

The Company's operations are managed under the supervision of its shareholders and lender and are largely determined by the detailed terms of the PFI contract. For this reason, the Company's Directors believe no other key performance indicators are necessary or appropriate to understand the performance and financial position of the Company.

 

The PFI contract and related subcontracts are fixed for the life of the contract and this enables the Company to have reasonable certainty over its income and expenditure for this period. In addition, the Company has a Facilities Agreement in place with its lender which fixes the levels of borrowing and repayments due until the loans are fully repaid in 2033.

INTEQ SERVICES LTD.
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -
Principal Risks and Uncertainties

General

As the project is currently in its operational phase, operational risks are monitored closely. This takes the form of full-time representation on site through the Company's management services agent, periodic reporting by an independent Technical Assessor, and regular dialogue with the executive team of The Ministry of Defence.

 

Whilst the main elements of cash flow (unitary payments, facility management costs and lifecycle costs) are contractually linked to the RPI index, a relatively small proportion of total costs is not. A rise in these costs above the general rate of inflation would reduce debt service cover ratios. The most significant of these costs is insurance. The Company’s claims history so far is good, and recent policy renewals have led only to moderate premium increases. In addition, there are mechanisms under the terms of the PFI contract to share with The Ministry of Defence any extreme changes in policy premiums.

 

The Company's revenues have largely been in line with expectations, with very few deductions applied for non-availability of the assets. Any such deductions are passed down to the subcontractors so there is no direct financial consequence to the Company. Sustained non-availability can lead to contract termination but the Company is not anywhere close to such termination trigger points. Compliance with the detailed and complex operational requirements of the PFI contract remains a key risk given the potential termination consequences. Directors receive regular reports on actual performance compared to termination trigger thresholds.

 

Another risk is the continued funding from the public sector counterparties to the PFI contract, especially as these counterparties are under pressure to make savings on their operational PFI contracts. To date, most of the pressure to make such cost savings has fallen on the sub-contractors to the PFI project companies rather than on the PFI project companies themselves. Furthermore, it is understood that current policy from central government is not to encourage voluntary termination of PFI projects.

Performance of the Business and Future Developments

The operational activity is closely monitored throughout the year. This takes several forms: regular site visits by Directors, full-time representation on site through the Company’s management services agent, an annual report by the Lender's technical advisor and quarterly reporting by the management services agent.

 

The Company made a pre-tax profit of £1,225,000 compared to a pre-tax profit of £1,545,000 in 2024, largely due to higher operating costs in 2025.

 

The delivery of operational services is generally running well and is expected to continue to do so.

Key Performance Indicators

The Company's operations are managed under the supervision of its shareholders and lender and are largely determined by the detailed terms of the PFI contract.

 

The level of performance and availability deductions arising from failures to achieve specified levels of contract service is a key performance indicator. These are reported quarterly to the Board and have been extremely small in relation to total unitary payments.

 

Another key indicator is the ratio of operating cash flow to the senior debt service amount. This ratio is tested at six-monthly intervals and each time it has been to the satisfaction of the lender.

INTEQ SERVICES LTD.
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 3 -
Going Concern

The Company currently has £70,909,000 of total debt (2024: £77,427,000). Whilst it has net liabilities of £1,392,000 in 2025 (2024: £2,595,000), this is as a result of accounting for the fair value of an interest rate swap agreement, the majority of which does not crystallise as liabilities for a number of years and as such the Company's forecasts and projections, taking account of reasonably possible changes in trading performance, show that it should be able to operate within the level of its current facilities.

 

Therefore, the directors, having considered the financial position of the company and its expected future cash flows for at least 12 months from the date of signing the financial statements, and have prepared the financial statements on a going concern basis. The directors confirm that they do not intend to liquidate the company or cease trading. At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future.

 

Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Companies Act 2006 Section 172 Statement

The directors of the Company consider they have acted appropriately and in such a way as to promote the long term success of the Company for the benefit of its members as a whole.

 

The Company has no direct employees as it is managed under a Managed Service Agreement (MSA). The directors are satisfied that those people employed under the MSA are appropriately qualified and have the support systems in place to carry out their role. The directors are engaged with each team under the MSA to ensure the ongoing management of the underlying contracts of the Company and they work collaboratively with the teams to achieve success.

 

The Company is a special purpose company which has a finite lifespan with a defined set of obligations under Concession Agreements. The Company delivers its objectives through effective relationships with its stakeholders including suppliers and customers. This is affected by regular reporting and reviews with suppliers and customers to ensure delivery of the Company's objectives, whilst considering those stakeholders' needs. The directors of the Company meet regularly to review strategies for effective risk mitigation and service delivery in the context of its impact on all stakeholder interests, including shareholders, suppliers, customers and the wider community.

 

Due to the nature of the Company's operations, their impact on the community and environment is of paramount importance to the Company's success. Operating safely is the Company's primary objective and is as such integrated in everything the Company undertakes. A safe environment is managed through effective leadership, implementation of robust policies, procedures and instructions, safety management review processes both internally and externally with relevant stakeholders, reporting, audit and monitoring. An independent safety advisor is appointed by each of the companies within the Group, who reports directly to the Board of Directors.

 

The Company delivers contracts to support essential services to the public sector and takes its responsibility for ensuring that an appropriate environment is managed and maintained extremely seriously, ensuring the highest quality service is delivered from the assets under the Company's management.

 

On behalf of the board

PR Hepburn
Director
30 July 2025
INTEQ SERVICES LTD.
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 4 -

The directors present their annual report and financial statements for the year ended 31 March 2025.

 

Strategic report

The information that fulfils the Companies Act requirements of the business review is included in the strategic report. This includes a review of the development of the business of the Company during the year, of its position at the end of the year including a going concern statement, principal risks and uncertainties, and of the likely future developments in its business.

 

Environment

The Company recognises the importance of its environmental responsibilities, monitors its impact on the environment, and implements policies via its subcontractors to reduce any damage that might be caused by the Company's activities.

Principal activities

The principal activity of the Company is to design, construct, finance and operate Communication Facilities, Basil Hill, Corsham for a period of 25 years under a concession agreement with The Ministry of Defence. The contract was signed on 1 August 2008. Building activities commenced from that date were substantially completed at the end of October 2011. Full service operations for the whole site commenced in November 2011. The contract is scheduled to complete in July 2033.

Results and dividends

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £637,000 (2024: £1,240,000).

Directors

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

ID Lamerton
(Resigned 1 August 2024)
JS Gordon
PR Hepburn
(Appointed 1 August 2024)
Financial instruments

The Company is exposed to fair value interest rate risk on its fixed rate borrowings and cash flow interest rate risk on floating rate deposits and loans. The company uses interest rate derivatives to manage the mix of fixed and variable rate debt so as to reduce its exposure to changes in interest rates.

 

The Company holds or issues financial instruments for the purpose of financing its construction activity. In addition, various financial instruments - for example, trade debtors, trade creditors, accruals and prepayments - arise directly from the Company's operations.

 

The main risks arising from the Company's financial instruments are interest rate risk and liquidity risk. The board reviews and agrees policies for managing each of these risks and they are summarised below.

Liquidity risk

The latest financial forecasts show that unitary payment receivable under the PFI contract will be sufficient to repay all senior loan payments as they fall due.

Interest rate risk

The Company hedged its interest rate risk at the inception of the project by swapping its variable rate debt into a fixed rate by the use of an interest rate swap.

 

The Company places excess funds on fixed term deposit until required to service its debt.

INTEQ SERVICES LTD.
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 5 -
Credit risk

The Company receives the majority of its income from The Ministry of Defence and is not exposed to significant credit risk.

 

Cash investments and the interest rate swap arrangements are with institutions of a suitable credit quality.

Inflation risk

The Company's project revenue and most of its costs were linked to inflation at the inception of the project, resulting in the project being largely insensitive to inflation.

Auditor

Pursuant to section 487 of the Companies Act 2006, the auditor will be deemed to be reappointed and Johnston Carmichael LLP will therefore continue in office.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

 

On behalf of the board
PR Hepburn
Director
30 July 2025
INTEQ SERVICES LTD.
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
- 6 -

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

 

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

 

 

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

INTEQ SERVICES LTD.
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF INTEQ SERVICES LTD.
- 7 -
Opinion

We have audited the financial statements of Inteq Services Ltd. (the 'company') for the year ended 31 March 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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 Auditor responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the Directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

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

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

INTEQ SERVICES LTD.
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF INTEQ SERVICES LTD.
- 8 -
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:

Responsibilities of Directors

As explained more fully in the Directors’ responsibilities statement set out on page 6, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the Directors are responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor responsibilities for the audit of the financial statements

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

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

Extent to which the audit was considered capable of detecting irregularities, including fraud

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.

We assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.

All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

INTEQ SERVICES LTD.
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF INTEQ SERVICES LTD.
- 9 -

We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and the sector in which it operates, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:

 

We gained an understanding of how the company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of submitted returns and board meeting minutes.

We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. In areas of the financial statements where the risks were considered to be higher, we performed procedures to address each identified risk. We identified a heightened fraud risk in relation to:

In addition to the above, the following procedures were performed to provide reasonable assurance that the financial statements were free of material fraud or error:

Our audit procedures were designed to respond to the risk of material misstatements in the financial statements, recognising that 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 intentional concealment, forgery, collusion, omission or misrepresentation. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.

 

 

 

INTEQ SERVICES LTD.
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF INTEQ SERVICES LTD.
- 10 -

Use of our report

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

Matthew Kaye (Senior Statutory Auditor)
For and on behalf of Johnston Carmichael LLP
30 July 2025
Chartered Accountants
Statutory Auditor
7-11 Melville Street
Edinburgh
United Kingdom
EH3 7PE
INTEQ SERVICES LTD.
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
- 11 -
2025
2024
Notes
£'000
£'000
Turnover
3
21,445
18,046
Cost of sales
(19,178)
(15,779)
Gross profit
2,267
2,267
Administrative expenses
(1,210)
(1,014)
Operating profit
1,057
1,253
Interest receivable and similar income
8
5,325
5,842
Interest payable and similar expenses
7
(5,157)
(5,550)
Profit before taxation
1,225
1,545
Tax on profit
9
(306)
(386)
Profit for the financial year
919
1,159
Other comprehensive income
Cash flow hedges gain arising in the year
1,228
1,104
Tax relating to other comprehensive income
(307)
(276)
Total comprehensive income for the year
1,840
1,987

The profit and loss account has been prepared on the basis that all operations are continuing operations.

The notes on pages 14 to 27 form part of these financial statements.

INTEQ SERVICES LTD.
BALANCE SHEET
AS AT
31 MARCH 2025
31 March 2025
- 12 -
2025
2024
Notes
£'000
£'000
£'000
£'000
Current assets
Debtors falling due after more than one year
11
68,925
76,180
Debtors falling due within one year
11
7,445
6,899
Cash at bank and in hand
8,689
8,439
85,059
91,518
Creditors: amounts falling due within one year
12
(12,452)
(19,710)
Net current assets
72,607
71,808
Creditors: amounts falling due after more than one year
13
(73,999)
(74,398)
Provisions for liabilities
Deferred tax liability
15
-
0
5
-
(5)
Net liabilities
(1,392)
(2,595)
Capital and reserves
Called up share capital
16
1
1
Hedging reserve
17
(1,715)
(2,636)
Profit and loss reserves
18
322
40
Total equity
(1,392)
(2,595)

The notes on pages 14 to 27 form part of these financial statements.

The financial statements were approved by the board of directors and authorised for issue on 30 July 2025 and are signed on its behalf by:
PR Hepburn
Director
Company registration number 06554511 (England and Wales)
INTEQ SERVICES LTD.
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 13 -
Share capital
Hedging reserve
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
£'000
Balance at 1 April 2023
1
(3,464)
121
(3,342)
Year ended 31 March 2024:
Profit for the year
-
-
1,159
1,159
Other comprehensive income:
Cash flow hedges gain arising in the year
-
1,104
-
1,104
Tax relating to other comprehensive income
-
(276)
-
0
(276)
Total comprehensive income
-
828
1,159
1,987
Dividends
10
-
-
(1,240)
(1,240)
Balance at 31 March 2024
1
(2,636)
40
(2,595)
Year ended 31 March 2025:
Profit for the year
-
-
919
919
Other comprehensive income:
Cash flow hedges gain arising in the year
-
1,228
-
1,228
Tax relating to other comprehensive income
-
(307)
-
0
(307)
Total comprehensive income
-
921
919
1,840
Dividends
10
-
-
(637)
(637)
Balance at 31 March 2025
1
(1,715)
322
(1,392)
INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 14 -
1
Accounting policies
Company information

Inteq Services Ltd. is a private company limited by shares incorporated in England and Wales. The registered office is 1 Park Row, Leeds, United Kingdom, LS1 5AB.

1.1
Accounting convention

 

Basis of preparing the financial statements

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 Pound Sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.

 

These financial statements are prepared on a going concern basis, under the historical cost convention, as modified by the revaluation of certain financial assets and liabilities.

The Company's ultimate parent undertaking, Inteq Services (Holdings) Ltd includes the Company in its consolidated financial statements. The consolidated financial statements of Inteq Services (Holdings) Ltd are prepared in accordance with FRS102 and are available to the public and may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.

 

The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these financial statements.

 

Financial Reporting Standard 102- reduced disclosure exemptions

In these financial statements, the Company is considered to be a qualifying entity (for the purposes of this FRS) and has applied the exemptions available under FRS 102 in respect of the following disclosures:

- Reconciliation of the number of shares outstanding from the beginning to end of the period;

- Cash Flow Statement and related notes; and

- Key Management Personnel compensation.

 

As the consolidated financial statements of Inteq Services (Holdings) Ltd include the equivalent disclosures, the Company has also taken the exemptions under FRS 102 available in respect of the following disclosures:

- The disclosures required by FRS 102.11 Basic Financial Instruments and FRS 102.12 Other Financial

Instrument Issues in respect of financial instruments not falling within the fair value accounting rules of Paragraph 36(4) of Schedule 1.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

    

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 15 -
1.2
Going concern

The Company currently has £true70,909,000 of total debt (2024: £77,427,000). Whilst it has net liabilities of £1,392,000 in 2025 (2024: £2,595,000), this is as a result of accounting for the fair value of an interest rate swap agreement, the majority of which does not crystallise as liabilities for a number of years and as such the Company's forecasts and projections, taking account of reasonably possible changes in trading performance, show that it should be able to operate within the level of its current facilities.

 

Therefore, the directors, having considered the financial position of the company and its expected future cash flows for at least 12 months from the date of signing the financial statements, and have prepared the financial statements on a going concern basis. The directors confirm that they do not intend to liquidate the company or cease trading. At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future.

 

Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

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

1.4
Cash and cash equivalents

Cash and cash equivalents includes cash in hand, deposits held at call with banks and other short term highly liquid investments with original maturities of six months or less.

 

The company is obligated to keep cash reserves in respect of future major maintenance costs as at the balance sheet date and 30th September 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 £5,723,000 (2024: £4,811,000) as at the balance sheet date.

 

The Company is also obligated to keep a separate cash reserve in respect of Third Party Income. This restricted cash balance, which is shown on the balance sheet within the "cash at bank" balance, amounts to £250,000 at the year end (2024: £262,000).

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 16 -
1.5
Financial instruments

The Company has elected to apply the provisions of Section 11 "Basic Financial Instruments" and Section 12 "Other Financial Instrument Issues" of FRS102, in full, to all of its financial instruments.

 

A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument.

 

Basic financial instruments are initially recognised at the transaction price and subsequently at amortised cost, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 

Debt instruments are initially recognised at the present value of cash payable to the lender and are subsequently measured at amortised cost using the effective interest rate method, less impairment. The effective interest rate method is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument. The effective interest rate amortisation is included in interest payable and similar charges in the Statement of Comprehensive Income. Any transaction fees, costs, discounts and premiums directly related to the debt instrument are recognised in the Statement of Comprehensive Income over the duration of its life. Debt instruments with maturities greater than twelve months after the reporting date are classified as non-current liabilities.

 

Other financial instruments are subsequently measured at fair value, with any changes recognised in the Statement of Comprehensive Income, with the exception of hedging instruments in a designated hedging relationship.

 

Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in the Statement of Comprehensive Income immediately.

 

Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the Balance Sheet. Finance costs and gains or losses relating to financial liabilities are included in the Statement of Comprehensive Income. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

 

Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.

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.

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 17 -
Impairment of financial assets

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

 

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

 

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

Derecognition of financial assets

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

Other financial liabilities

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

 

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

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.6
Equity instruments

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

1.7
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").

 

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.

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 18 -
1.8
Taxation

Taxation expense for the period comprises current and deferred tax recognised in the reporting period. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in Other Comprehensive Income or directly in equity. In this case tax is also recognised in Other Comprehensive Income or directly in equity respectively.

 

Current or deferred taxation assets and liabilities are not discounted.

Current tax

Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the period end.

 

The directors periodically evaluate positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establish provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

1.9

Finance Debtor

The Company has taken advantage of 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.

 

The underlying finance asset is not deemed to be an asset of the Company under FRS102 section 34C, because the risks and rewards of ownership as set out in that Standard are deemed to lie principally with The Ministry of Defence. Under 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.

 

The balance of Management service income received, after accounting for the finance debtor interest and amortisation components (which together sum to a constant figure in each period, as in a lease) is accounted for as turnover. This figure is adjusted in each period to ensure that income recognised more accurately reflects the value of economic benefits provided to the public sector client in each period, and is necessary due to the inflationary nature of the Management service income payments. As a consequence of this adjustment to turnover, which is generally positive in the first half of the concession and negative in the second half (and must net out over the whole concession), a unitary payment control account debtor or creditor is recorded on the balance sheet.

1.10

Lifecycle

Under the terms of the PFI contract, the company has a programme of expenditure for the maintenance of and replacement of non-moveable assets in the facilities. The company recognises such expenses as incurred, with any committed expenditure at the balance sheet dates being appropriately accrued for with the associated expense recognised through the Statement of Comprehensive Income.

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 19 -
2
Judgements and key sources of estimation uncertainty

The preparation of the financial statements in conformity with FRS 102 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based upon historical experience and various other factors that are believed to be reasonable under the circumstances, the result of which form the basis of making judgements about carrying values of assets and liabilities that are not readily available from other sources. 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 if the revision affects only that period or in the period of revision and future periods if the revision affects both current and future periods.

Critical judgements
Hedge Accounting

The Company’s borrowings are linked to SONlA and the Company has entered into interest rate swaps to restrict its exposure to future interest rate fluctuations.

 

In assessing whether the company is entitled to apply cash flow hedge accounting, the directors must apply judgment in considering whether there is appropriate matching between the hedged item (the loan balance) and the hedging instrument (the interest rate swap). The directors must prepare documentation to demonstrate this consideration.

 

In the director’s judgment, the Company has met the criteria for cash flow hedge accounting, accordingly the Company has therefore recognised fair value movements on derivatives in effective hedging relationships through other comprehensive income as well as deferred taxation thereon.

Key sources of estimation uncertainty
Accounting for service concessions and PFI contracts

The Company was established to provide services under certain private finance agreements with the Ministry of Defence. Under the terms of these Agreements, the Ministry of Defence (as grantor) controls the services to be provided by the Company over the contract term. Based on the contractual arrangements the Company has classified the project as a service concession arrangement, and has accounted for the principal assets, of and income streams from, the project in accordance with FRS 102, Section 34.12 Service Arrangements.

 

Accounting for the service concession contract and finance debtors requires estimation of service margins, finance debtor interest rates and associated amortisation profile which is based on forecast results of the contract. These were forecast initially within the operating model at financial close and are closely monitored throughout the duration of the project.

Derivative Financial Instruments

Derivative financial instruments are carried at fair value, which required estimation of various factors including future interest rates and credit risk.

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.

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 20 -
3
Turnover

The turnover and profit before tax arose entirely within the United Kingdom and through one principal activity.

2025
2024
£'000
£'000
Turnover analysed by class of business
Turnover from service income
20,323
16,539
Turnover from pass-through income
1,122
1,507
21,445
18,046
4
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£'000
£'000
For audit services
Audit of the financial statements of the company
25
23
For other services
Taxation compliance services
5
5

Auditor's remuneration is payable to Johnston Carmichael LLP.

5
Directors' remuneration
2025
2024
£'000
£'000
Remuneration for qualifying services
40
40
6
Employees

The average monthly number of persons (including directors) employed by the company during the year was nil (2024: nil)

7
Interest payable and similar expenses
2025
2024
£'000
£'000
Interest on bank loans
4,279
4,575
Interest payable to group undertakings
847
950
Other interest on financial liabilities
7
21
Finance costs for financial instruments measured at fair value through profit or loss
(87)
(100)
Other finance costs
111
104
5,157
5,550
INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 21 -
8
Interest receivable and similar income
2025
2024
£'000
£'000
Interest income
Other interest income
5,325
5,842
9
Taxation
2025
2024
£'000
£'000
Current tax
UK corporation tax on profits for the current period
306
386

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

2025
2024
£'000
£'000
Profit before taxation
1,225
1,545
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
306
386
Taxation charge in the financial statements
306
386

In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

2025
2024
£'000
£'000
Deferred tax arising on:
Revaluation of financial instruments treated as cash flow hedges
307
276

Factors that may affect future tax charges

Corporation tax was 19% until 31 March 2023. Thereafter, the main rate increased to 25% for business profits of over £250,000 made by the Company. A small profit rate (SPR) was also introduced for companies with profits of £50,000 or less so that they continue to pay corporation tax at 19%. Companies with profits between £50,000 and £250,000 pay tax at the main rate reduced by a marginal relief providing a gradual increase in the effective corporation tax rate. The Company has assessed the impact of this change and consider the full rate of 25% applies.

 

There is a deferred tax asset relating to the interest rate derivative, calculated at 25%, which will unwind over the term of the hedging arrangement. All movements in the deferred tax have been recognised in other comprehensive income.

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 22 -
10
Dividends
2025
2024
£'000
£'000
Final paid
637
1,240
11
Debtors
Notes
2025
2024
Amounts falling due within one year:
£'000
£'000
Trade debtors
14
278
Corporation tax recoverable
77
98
Derivative financial instruments
-
19
Finance debtor
6,855
6,423
Other debtors
32
32
Prepayments and accrued income
371
41
7,349
6,891
Deferred tax asset
15
96
8
7,445
6,899
2025
2024
Amounts falling due after more than one year:
£'000
£'000
Finance debtor
68,449
75,304
Deferred tax asset
15
476
876
68,925
76,180
Total debtors
76,370
83,079

The finance debtor represents payments due from The Ministry of Defence in respect of the Project Agreement. These payments are received over the remaining life of the agreement.

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 23 -
12
Creditors: amounts falling due within one year
2025
2024
Notes
£'000
£'000
Bank loans
14
6,348
5,701
Loans from group undertakings
14
987
530
Trade creditors
144
690
Taxation and social security
320
528
Derivative financial instruments
385
-
0
Unitary charge control account
864
10,817
Accruals and deferred income
3,404
1,444
12,452
19,710
13
Creditors: amounts falling due after more than one year
2025
2024
Notes
£'000
£'000
Bank loans and loans from group undertakings
14
63,304
70,865
Derivative financial instruments
1,901
3,533
Unitary charge control account
8,794
-
73,999
74,398

The secured senior loan represents amounts borrowed under the Facility Agreement with Commerzbank.

 

The loan bears interest at a 0.9% margin over SONIA and is repayable in six-monthly instalments between 2012 and 2033. The loan is secured by fixed and floating charges over the property, assets and rights of Inteq Services Ltd, and has certain covenants attached.

 

In order to hedge against interest variations on the loan, the Company has entered into an interest rate swap agreement with the bank whereby at six monthly intervals sums are exchanged reflecting the difference between floating and fixed interest rates, calculated on a predetermined notional principal amount.

 

The subordinated unsecured loan stock was subscribed by the shareholders on 25 October 2011 and bears interest at 12% per annum payable six-monthly in March and September each year. The stock is subordinated until all of the secured obligations of the Company have been repaid or discharged in full. Loans from group undertakings are unsecured.

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 24 -
14
Loans
An analysis of the maturity of loans is given below:
2025
2024
£'000
£'000
Amounts falling due within one year or on demand:
Senior secured loan
6,404
5,762
Unamortised issue costs
(56)
(61)
Loans from group undertakings
987
530
7,335
6,231
Amounts falling due between one and two years:
Senior secured loan
6,492
6,404
Unamortised issue costs
(51)
(56)
Loans from group undertakings
738
519
7,179
6,867
Amounts falling due between two and five years:
Senior secured loan
22,016
20,607
Unamortised issue costs
(115)
(134)
Loans from group undertakings
2,547
3,011
24,448
23,484
Amounts falling due after more than five years:
Repayable by instalments
Senior secured loan
29,099
37,061
Unamortised issue costs
(47)
(79)
Loans from group undertakings
2,625
3,593
31,677
40,575
INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
14
Loans
(Continued)
- 25 -
The total cash repayable on the loan is as follows :
Bank loans
64,011
69,773
Loans from group undertakings
6,897
7,653
70,908
77,426
Payable within one year
7,391
6,292
Payable after one year
63,517
71,134

Terms and debt repayment schedule

 

The senior loan is secured by a fixed and floating charge over the assets of the Company.

 

The subordinated unsecured loan stock was subscribed by the shareholders on 25 October 2011 and bears interest at 12% per annum payable six-monthly in March and September each year. The stock is subordinated until all of the secured obligations of the Company have been repaid or discharged in full. Loans from group undertakings are unsecured.

 

The Company also has a Working Capital Facility of £250,000 (2024: £250,000), Change in Law Facility of £2,408,686 (2024: £2,408,686) and Service Reserve Facility of £6,469,526 (2024: £6,469,526) with CommerzBank which bears a rate of 0.4% paid semi annually. This has not been drawn down.

15
Deferred taxation

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

Liabilities
Liabilities
Assets
Assets
2025
2024
2025
2024
Balances:
£'000
£'000
£'000
£'000
Derivative financial instruments
-
5
572
884
2025
Movements in the year:
£'000
Asset at 1 April 2024
(879)
Charge to other comprehensive income
307
Asset at 31 March 2025
(572)

The deferred tax asset set out above relates to the interest rate derivative which will unwind over the term of the hedging arrangement.

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 26 -
16
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary shares of £1 each
1,000
1,000
1
1
17
Hedging reserve
2025
2024
£'000
£'000
At the beginning of the year
(2,636)
(3,464)
Fair value movement on interest swap liability
1,228
1,104
Tax on gains and losses on cash flow hedges
(307)
(276)
At the end of the year
(1,715)
(2,636)
18
Profit and loss reserves
2025
2024
£'000
£'000
At the beginning of the year
40
121
Profit for the year
919
1,159
Dividends declared and paid in the year
(637)
(1,240)
At the end of the year
322
40
19
Events after the reporting date

Post year end, an interim dividend of £812,000 was declared and paid. At the time that this interim dividend was declared there were understood to have been sufficient retained earnings to justify its payment, under the requirements of the Companies Act 2006 Part 23, including Sections 836 and 838. However, post declaration and payment, accounting adjustments identified reduced retained earnings brought forward such that there were no longer sufficient realised reserves to cover £490,000 of the declared and paid dividend.

 

The company has confirmed its intention to waive and release any and all claims which it may have against its shareholders and directors in connection with this distribution. The directors acknowledge that no further distributions can be made until there are sufficient profits available for that purpose. The company remains profitable, and anticipates a return to positive retained earnings within six months following the year end.

20
Related party transactions
Transactions with related parties

The Company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

INTEQ SERVICES LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 27 -
21
Ultimate controlling party

At the balance sheet date, the immediate controlling party is Inteq Services (Holdings) Ltd, which is the largest and smallest company to consolidate these financial statements. Copies of the financial statements of Inteq Services (Holdings) Ltd are available from Companies House, Crown Way, Maindy, Cardiff, CF14 3UZ. The registered office is 1 Park Row, Leeds, LS1 5AB.

 

In the Directors' opinion there is no ultimate controlling party, and the ultimate parent companies are Coral Project Investments LP and Dalmore Capital Fund LP, acting by their general manager, Dalmore Capital Limited (whose registered office is 1 Park Row, Leeds, LS1 5AB).

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