Caseware UK (AP4) 2023.0.135 2023.0.135 2024-12-312024-12-31truetrue500truetruetruetruefalse2024-01-01falseProvision of tailored supply chain solutions to clients in the healthcare, consumer products and high-tech industries in the United Kingdom.460 05019402 2024-12-31 05019402 2024-01-01 2024-12-31 05019402 2023-01-01 2023-12-31 05019402 2023-12-31 05019402 2023-01-01 05019402 3 2024-01-01 2024-12-31 05019402 3 2023-01-01 2023-12-31 05019402 1 2024-01-01 2024-12-31 05019402 e:CompanySecretary1 2024-01-01 2024-12-31 05019402 e:Director1 2024-01-01 2024-12-31 05019402 e:Director1 2024-12-31 05019402 e:Director2 2024-01-01 2024-12-31 05019402 e:Director2 2024-12-31 05019402 e:Director4 2024-01-01 2024-12-31 05019402 e:Director4 2024-12-31 05019402 e:Director5 2024-01-01 2024-12-31 05019402 e:Director5 2024-12-31 05019402 e:Director6 2024-01-01 2024-12-31 05019402 e:Director6 2024-12-31 05019402 e:RegisteredOffice 2024-01-01 2024-12-31 05019402 d:Buildings 2024-01-01 2024-12-31 05019402 d:Buildings 2024-12-31 05019402 d:Buildings 2023-12-31 05019402 d:Buildings d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 05019402 d:Buildings d:ShortLeaseholdAssets 2024-01-01 2024-12-31 05019402 d:Buildings d:ShortLeaseholdAssets 2024-12-31 05019402 d:Buildings d:ShortLeaseholdAssets 2023-12-31 05019402 d:PlantMachinery 2024-01-01 2024-12-31 05019402 d:PlantMachinery 2024-12-31 05019402 d:PlantMachinery 2023-12-31 05019402 d:PlantMachinery d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 05019402 d:MotorVehicles 2024-01-01 2024-12-31 05019402 d:MotorVehicles 2024-12-31 05019402 d:MotorVehicles 2023-12-31 05019402 d:MotorVehicles d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 05019402 d:FurnitureFittings 2024-01-01 2024-12-31 05019402 d:FurnitureFittings 2024-12-31 05019402 d:FurnitureFittings 2023-12-31 05019402 d:FurnitureFittings d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 05019402 d:OtherPropertyPlantEquipment 2024-01-01 2024-12-31 05019402 d:OtherPropertyPlantEquipment 2024-12-31 05019402 d:OtherPropertyPlantEquipment 2023-12-31 05019402 d:OtherPropertyPlantEquipment d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 05019402 d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 05019402 d:ComputerSoftware 2024-01-01 2024-12-31 05019402 d:ComputerSoftware 2024-12-31 05019402 d:ComputerSoftware 2023-12-31 05019402 d:IntangibleAssetsOtherThanGoodwill 2024-12-31 05019402 d:IntangibleAssetsOtherThanGoodwill 2023-12-31 05019402 d:CurrentFinancialInstruments 2024-12-31 05019402 d:CurrentFinancialInstruments 2023-12-31 05019402 d:Non-currentFinancialInstruments 3 2024-12-31 05019402 d:Non-currentFinancialInstruments 3 2023-12-31 05019402 d:CurrentFinancialInstruments d:WithinOneYear 2024-12-31 05019402 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 05019402 d:Non-currentFinancialInstruments d:AfterOneYear 2024-12-31 05019402 d:Non-currentFinancialInstruments d:AfterOneYear 2023-12-31 05019402 d:ReportableOperatingSegment1 2024-01-01 2024-12-31 05019402 d:ReportableOperatingSegment1 2023-01-01 2023-12-31 05019402 d:UKTax 2024-01-01 2024-12-31 05019402 d:UKTax 2023-01-01 2023-12-31 05019402 d:ShareCapital 2024-12-31 05019402 d:ShareCapital 2023-12-31 05019402 d:ShareCapital 2023-01-01 05019402 d:CapitalRedemptionReserve 2024-12-31 05019402 d:CapitalRedemptionReserve 2023-12-31 05019402 d:CapitalRedemptionReserve 2023-01-01 05019402 d:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 05019402 d:RetainedEarningsAccumulatedLosses 2024-12-31 05019402 d:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 05019402 d:RetainedEarningsAccumulatedLosses 2023-12-31 05019402 d:RetainedEarningsAccumulatedLosses 2023-01-01 05019402 d:FurtherSpecificTypeProvisionContingentLiability2ComponentTotalProvisionsContingentLiabilities 2024-01-01 2024-12-31 05019402 d:FurtherSpecificTypeProvisionContingentLiability2ComponentTotalProvisionsContingentLiabilities 2024-12-31 05019402 d:FurtherSpecificTypeProvisionContingentLiability2ComponentTotalProvisionsContingentLiabilities 2023-12-31 05019402 e:OrdinaryShareClass1 2024-01-01 2024-12-31 05019402 e:OrdinaryShareClass1 2024-12-31 05019402 e:OrdinaryShareClass1 2023-12-31 05019402 e:FRS101 2024-01-01 2024-12-31 05019402 e:Audited 2024-01-01 2024-12-31 05019402 e:FullAccounts 2024-01-01 2024-12-31 05019402 e:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 05019402 d:CurrentFinancialInstruments 7 2024-12-31 05019402 d:CurrentFinancialInstruments 7 2023-12-31 05019402 f:PoundSterling 2024-01-01 2024-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 05019402









ARVATO SCM UK LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 
ARVATO SCM UK LIMITED
 
 
COMPANY INFORMATION


Directors
Tobias Uthmann (resigned 28 February 2025)
Gary Spencer (appointed 5 February 2024)
Andreas Barth (resigned 5 February 2024)
Axel Mayer (appointed 10 February 2025)
Denis Schmitz (appointed 1 February 2025)




Company secretary
Jodie John (appointed 29 May 2024) 



Registered number
05019402



Registered office
Plot 10a Faraday Avenue, Hams Hall Distribution Park
Coleshill

Birmingham

B46 1AL




Independent auditor
Grant Thornton UK LLP
Statutory Auditor

Victoria House, 4th Floor

199 Avebury Boulevard

Milton Keynes

MK9 1AU





 
ARVATO SCM UK LIMITED
 

CONTENTS



Page
Strategic Report
1 - 13
Directors' Report
14 - 15
Directors' Responsibilities Statement
16
Independent Auditor's Report To The Members of Arvato SCM UK Limited
17 - 20
Statement of Comprehensive Income
21
Balance Sheet
22 - 23
Statement of Changes in Equity
24
Notes to the Financial Statements
25 - 47


 
ARVATO SCM UK LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
The directors of Arvato SCM UK Limited (“the Company”) present the Strategic Report for the year ended 31 December 2024.

Business review
 
The Company is part of the global network of Arvato, a division of Bertelsmann Group. The Company is 100% owned by Bertelsmann UK Limited, which is ultimately owned by Bertelsmann SE & Co. KGaA, the ultimate parent Company of Bertelsmann Group (Bertelsmann). Bertelsmann is an international media, services and education Company which encompasses eight divisions: RTL Group, Penguin Random House, Gruner + Jahr and BMG are the Group’s media businesses. Arvato and Bertelsmann Printing Group provide services. The Bertelsmann Education Group comprises the businesses in the third segment of education. More than 100 startup investments are grouped in Bertelsmann Investments. In 2024 the group’s businesses, with their more than 75,000 employees, generated revenues of almost €19 billion globally.
Arvato SCM UK operations are centrally financed by Bertelsmann SE & Co. KGaA. As such, the Company benefits from Bertelsmann’s financial strength and funds are provided by its parent Company as required on a daily cash pooling basis. 

Business performance

In 2024 the revenues were £85,037,656 (2023: £67,369,114) and the operating profit was £4,936,829 (2023: operating profit £185,976). The Company added additional clients during the year and continued to invest in infrastructure and to provide optimised operational solutions to its client base.
Strong revenue numbers in Consumer Products and Technology sectors for the year has led to positive year end results. Some key clients whose volumes year on year has grown significantly, account for more than 20% of the UK Revenue. Management strategy is to actively work through portfolio management and to turn around loss making clients into a profitable position.  
Overall revenue is up by 26% on last year, and with the onboarding of new clients this year and onto next, we expect growth to continue.  

Key performance indicators

The Company monitors progress and performance during the year and historical trend data which is set out in
the following KPI’s:

• Revenue for the year was £85,037,656 (2023: £67,369,114)
• Gross profit for the year was £53,662,886 (2023: £43,048,225)
• Operating profit for the year was £4,936,829 (2023: profit of £185,976)

The KPIs are in line with forecast expectations. Detailed explanations for the year on year movements are included in the business review and business performance sections.

Business development

In the year to 31 December 2024, the Company continued to expand relationships and service offerings to the existing portfolio of clients and at the same time provide additional supply chain solutions to new clients. 

Page 1

 
ARVATO SCM UK LIMITED
 

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

Future developments

The Company strives to deliver profitable growth through creating value for our domestic and international clients by delivering customised, innovative supply chain solutions that support our clients’ changing needs. In 2024 the Company continued to invest in new technologies and infrastructure including the purchase of a new site in Corby to provide a further platform for growth and profitability.

In May of 2024 the company purchased selected assets (Land and Buildings) of a site in Corby for a purchase consideration of £15m. The site consists of four warehouse modules. Due to its age and limited building height, Arvato plans to either demolish or refurbish the older modules, and move customer stock once it is feasible to do so. As part of the agreement Arvato has agreed to continue to serve the customer base of Avon Cosmetics that originally occupied the purchased premises with warehouse and distribution services.

Principal risks and uncertainties
 
The Company has expanded its provision of services to clients operating in a range of industry segments including medical devices, pharma, consumer products, beauty cosmetics and high-tech products.  
Key challenges include:  
Price pressure and competition in the logistics solutions business   
Introduction of competitors in the inventory management business   
A limited part of our revenue is invoiced in Euros, so we do have a continuing uncertainty due to changes                in exchange rates 
High inflation  
Challenging labour market
Tariff regulations which are closely monitored with the ever developing external predicaments 
 
Risk management within the Company and the wider Arvato group is approached comprehensively and is in general performed as a continuing and proactive process, incorporating risk assessments from all areas of the business.

Page 2

 
ARVATO SCM UK LIMITED
 

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

Directors’ section 172 statement
 
The Directors of the Company must act in accordance with a set of general duties, as detailed in section 172 of the UK Companies Act 2006, summarised as follows:

A director of a Company must act in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its shareholders as a whole and, in doing so have regard (amongst other matters) to:

• the likely consequences of any decisions in the long-term;
• the interest of the Company’s employees;
• the need to foster the Company’s business relationships with suppliers, customers and others;
• the impact of the Company’s operations on the community and environment;
• the desirability of the Company maintaining a reputation for high standards of business conduct; and
• the need to act fairly as between the shareholders of the Company.

The directors fulfil these duties as follows:

The interest of the Company’s employees
The board recognises that employees are central to the long-term success of the Company. The Company systematically provides employees with information on matters of concern to them, consulting them or their representatives regularly, so that their views can be taken into account when making decisions that are likely to affect their interests. Employee involvement in the Company is encouraged, as achieving a common awareness on the part of all employees of the financial and economic factors affecting the Company plays a major role in maintaining its prosperity. The Company encourages the involvement of employees by means of regular meetings with staff and staff representatives to keep them informed of the Company’s progress. The Company is committed to employment policies, which follow best practice, based on equal opportunities for all employees, irrespective of sex, race, colour, disability or sexual orientation.
Community and environment
The Company’s approach is to use its position of strength to ensure it is an asset to the communities and people with which it interacts. The board ensures significant consideration is given to the impact of the Company’s operations on the community and environment in their decision-making. The Company strives to create positive change in reducing the environmental impact of its businesses and to meet the highest level of health and safety and environmental standards, whilst maintaining effective and continuing business practices.

Challenging labour market

The labour market in 2024 has been challenging, employment in the UK continues to rise, alongside job vacancies, meaning recruitment difficulties remain. The company benchmarks pay and salary levels in line with the UK market and has aligned the salary and grading of employees appropriately. The Company has invested in an in-house recruitment specialist resource and in developing the employer branding.

Page 3

 
ARVATO SCM UK LIMITED
 

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

img5f84.png
Page 4

 
ARVATO SCM UK LIMITED
 

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

img56d9.png
Page 5

 
ARVATO SCM UK LIMITED
 

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

img5461.png
Page 6

 
ARVATO SCM UK LIMITED
 

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

img7323.png
Page 7

 
ARVATO SCM UK LIMITED
 

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

img4b02.png
Page 8

 
ARVATO SCM UK LIMITED
 

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

img7864.png
Page 9

 
ARVATO SCM UK LIMITED
 

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

img1cf0.png
Page 10

 
ARVATO SCM UK LIMITED
 

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

img0625.png
Page 11

 
ARVATO SCM UK LIMITED
 

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

img6f2c.png
Page 12

 
ARVATO SCM UK LIMITED
 

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

img0a92.png


General

The Company is presenting the financial statements in accordance with Financial Reporting Standard 101, ‘Reduced Disclosure Framework’ (FRS 101).


This report was approved by the board on 29 July 2025 and signed on its behalf.



Gary Spencer
Director

Page 13

 
ARVATO SCM UK LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Principal Activities of the Business

The Company’s principal activities are the provision of tailored supply chain solutions to clients in the healthcare, consumer products and high-tech industries in the United Kingdom.

Results and dividends

The loss for the year, after taxation, amounted to £15,645 (2023 - loss £1,344,660).

No dividends were paid during the year (2023: £Nil). The directors do not recommend the payment of a dividend.

Directors

The directors who served during the year and up to the date of this report were:

Tobias Uthmann (resigned 28 February 2025)
Gary Spencer (appointed 5 February 2024)
Andreas Barth (resigned 5 February 2024)
Axel Mayer (appointed 10 February 2025)
Denis Schmitz (appointed 1 February 2025)

Our people

We confirm that the Company complies with the Disability Discrimination Act 1995, which replaced the Disabled Persons (Employment) Act 1944. It is the Company’s policy to give full and fair consideration to applications for employment made by disabled persons, and to recruit individuals fairly and objectively on the basis of their particular skills, aptitudes and abilities. 
Where existing employees become disabled, it is the Company’s policy wherever practical to provide continuing employment under normal terms and conditions and to provide training, career development and promotion wherever appropriate.
During the year, the policy of providing employees with information about the Company has continued and employees are encouraged to present their suggestions and views on the Company’s performance. Regular meetings are held between management and employees to allow a free flow of information and ideas.

Corporate and social responsibility

The Company made no political or charitable donations, nor incurred any political expenditure during the year. However, in line with our values, we remain committed to meeting our environmental obligations and to supporting charities and communities in the UK through our employee base.

Future developments

The directors’ views of the factors which are key to the future success of the Company are set out in the Strategic Report.

Page 14

 
ARVATO SCM UK LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Corporate governance

The Company’s Board of Directors is committed to a modern and responsible approach to corporate governance. We are committed to responsible behaviour towards employees, customers and our business partners.
We incorporate the comprehensive global risk management control system in place throughout Bertelsmann to help identify, mitigate, control and monitor risks that are identified through all facets of our business. This supports our corporate approach of integrity, responsibility, in citizenship throughout our business.

Financial risk management

The Company’s business operations are financed by Bertelsmann SE & Co. KGaA. As such, the Company benefits from Bertelsmann’s financial strength and funds are provided by its parent company as required on a daily cash pooling basis.
Other measures to control financial risks, such as hedging against foreign currency exposures, are managed on a case-by-case basis, backed by the support of the treasury department of Bertelsmann SE & Co. KGaA.

Going concern

The Directors conclusions in relation to the going concern status of the Company are set out in note 2.3 to the financial statements.

Disclosure of information to auditor

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 auditor is 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 auditor is aware of that information.

Auditor

Under section 487(2) of the Companies Act 2006Grant Thornton UK LLP will be deemed to have been reappointed as auditor 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 on 29 July 2025 and signed on its behalf.
 





Gary Spencer
Director

Plot 10a Faraday Avenue, Hams Hall Distribution Park
Coleshill
Birmingham
B46 1AL

Page 15

 
ARVATO SCM UK LIMITED
 
 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 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;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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

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

Page 16

 
ARVATO SCM UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ARVATO SCM UK LIMITED
 

Opinion
We have audited the financial statements of Arvato SCM UK Limited (the 'company') for the year ended 31 December 2024, which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 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 31 December 2024 and of its loss for the year then ended;
the financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
the financial statements 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 ‘Auditor’s 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.
Going concern

We are responsible for concluding on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the auditor’s opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the company to cease to continue as a going concern.

In our evaluation of the directors’ conclusions, we considered the inherent risks associated with the company's business model including effects arising from macro-economic uncertainties such as cost of living crisis, rising inflation and interest rates, we assessed and challenged the reasonableness of estimates made by the directors and the related disclosures and analysed how those risks might affect the company's financial resources or ability to continue operations over the going concern period.

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.

Page 17

 
ARVATO SCM UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ARVATO SCM UK LIMITED
 

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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006

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

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

Matter on which we are required to report under the Companies Act 2006
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.
Matters on which we are required to report by exception
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; orcertain disclosures of directors’ remuneration specified by law are not made; 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 16, 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 18

 
ARVATO SCM UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ARVATO SCM UK LIMITED
 


Auditor’s 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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below: 
 
We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most significant legal and regulatory frameworks are those that are related to financial reporting legislation including related Companies Act 2006 legislation and taxation legislation. We identified the following areas as those most likely to have such an effect: Anti-bribery, Employment and Social Security Legislations, Data Protection, Money Laundering, and Contract legislation;
 
We obtained an understanding of the applicable legal and regulatory frameworks and how the group and parent company is complying with those frameworks by making enquiries of management and those charged with governance. We corroborated our enquiries through inspection of Board meeting minutes. We considered the results from our other tests to identify instances of non-compliance;
 
We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur and the risk of management override of controls. Audit procedures performed by the engagement team included:
 
Identifying and assessing the design and implementation of controls management has in place to prevent and detect fraud;
 
Challenging assumptions and judgements made by management in its significant accounting estimates; and
 
Identifying and testing journal entries, in particular manual journal entries to revenue.
 
These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it;   
Page 19

 
ARVATO SCM UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ARVATO SCM UK LIMITED
 


The engagement partner’s assessment of the appropriateness of the collective competence and capabilities of the engagement team included consideration of the engagement team’s: 
 
understanding of, and practical experience with, audit engagements of a similar nature and complexity, through appropriate training and participation;
 
knowledge of the industry in which the client operates;
 
understanding of the legal and regulatory requirements specific to the entity/regulated entity including:
 
the provisions of the applicable legislation;
 
the regulators rules and related guidance, including guidance issued by relevant authorities that interprets those rules;
 
the applicable statutory provisions;
 
We communicated relevant laws and regulations and potential fraud risks to all engagement team members, including internal specialists, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
 
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 auditor’s report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an 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.


  


Taras Kulyk
Senior statutory auditor
for and on behalf of
Grant Thornton UK LLP
Chartered Accountants
Statutory Auditor
  
Milton Keynes

29 July 2025

Page 20

 
ARVATO SCM UK LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£
£

  

Turnover
 4 
85,037,656
67,369,114

Cost of sales
  
(31,374,770)
(24,320,889)

Gross profit
  
53,662,886
43,048,225

Administrative expenses
  
(48,726,057)
(42,862,249)

Operating profit
 5 
4,936,829
185,976

Interest payable and similar expenses
 8 
(3,412,831)
(2,576,977)

Profit/(loss) before tax
  
1,523,998
(2,391,001)

Tax on profit/(loss)
 9 
(1,539,643)
1,046,341

Loss for the financial year
  
(15,645)
(1,344,660)

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

The notes on pages 25 to 47 form part of these financial statements.

Page 21

 
ARVATO SCM UK LIMITED
REGISTERED NUMBER: 05019402

BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

  

Fixed assets
  

Intangible assets
 10 
328,727
47,025

Tangible fixed assets
 11 
42,755,755
23,121,001

Right-of-use assets
 17 
21,056,562
24,629,668

  
64,141,044
47,797,694

Current assets
  

Debtors: amounts falling due within one year
 13 
25,744,229
15,854,525

Cash at bank and in hand
 14 
209
12,328

  
25,744,438
15,866,853

Creditors: amounts falling due within one year
 15 
(64,175,162)
(36,257,065)

Net current liabilities
  
 
 
(38,430,724)
 
 
(20,390,212)

Total assets less current liabilities
  
25,710,320
27,407,482

  

Creditors: amounts falling due after more than one year
 16 
(17,199,105)
(20,007,690)

  
8,511,215
7,399,792

Provisions for liabilities
  

Deferred tax
12
(3,500,131)
(2,053,732)

Other provision
 19 
(2,360,456)
(2,679,787)

  
 
 
(5,860,587)
 
 
(4,733,519)

  

Net assets
  
2,650,628
2,666,273

Page 22

 
ARVATO SCM UK LIMITED
REGISTERED NUMBER: 05019402
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Capital and reserves
  

Called up share capital 
  
100
100

Capital contribution reserve
21
5,500,000
5,500,000

Profit and loss account
21
(2,849,472)
(2,833,827)

  
2,650,628
2,666,273


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 July 2025.




Gary Spencer
Director

The notes on pages 25 to 47 form part of these financial statements.

Page 23

 
ARVATO SCM UK LIMITED
 

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


Called up share capital
Capital contribution reserve
Profit and loss account
Total equity

£
£
£
£


At 1 January 2023
100
5,500,000
(1,489,167)
4,010,933


Comprehensive income for the year

Loss for the year
-
-
(1,344,660)
(1,344,660)



At 1 January 2024
100
5,500,000
(2,833,827)
2,666,273


Comprehensive income for the year

Loss for the year
-
-
(15,645)
(15,645)


At 31 December 2024
100
5,500,000
(2,849,472)
2,650,628


The notes on pages 25 to 47 form part of these financial statements.

Page 24

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Arvato SCM UK Limited (the “Company”) is a private company limited by shares, incorporated and domiciled in London, England, United Kingdom. 

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. 

In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of UK-adopted international accounting standards (“UK-adopted IFRS”), but makes amendments where necessary in order to comply with Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken.

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:

Page 25

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.2

Financial Reporting Standard 101 - reduced disclosure exemptions

The Company is included in the consolidated financial statements of Bertelsmann SE & Co KGaA as at 31 December 2024 and these financial statements may be obtained from Bertelsmann SE & Co KGaA, Corporate Communications, Carl Bertelsmann Strasse 270, Postfach 111, D-33311 Gütersloh, Germany. The consolidated financial statements include the below listed information.

The Company has therefore taken advantage of the following disclosure exemptions under FRS 101:
the requirements of IFRS 7 Financial Instruments: Disclosures
the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement
the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of:
 - paragraph 79(a)(iv) of IAS 1;
the requirements of the following paragraphs of IAS 1, 'Presentation of financial statements':
   -  10(d) statement of cash flows; 
   -  10(f) statement of financial position as at the beginning of the preceding period when               retrospective restatement or reclassifications apply; 
   -  16 statement of compliance with all IFRS; 
   -  38A requirement for minimum of two primary financial statements, including cash flow    statements; 
   -  38B, 38C, 38D additional comparative information;
   -  40A, 40B, 40C, 40D requirements to provide additional statements in respect of     retrospective restatements and reclassifications;
   -  111 statement of cash flows information; and
   -  134 - 136 capital management disclosures. 
the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors
the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member

Page 26

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

  
2.3

Going concern

In preparing these financial statements, the directors have assessed the ability of the Company to continue to operate for a period of at least twelve months from the date of signing the financial statements.

The Company has undertaken a risk assessment and forecasting exercise to assess the Company’s liquidity position. The forecast for the going concern period has been prepared using the three year plan approved by the Board and takes account of prior trends and expected titles to be published in the future and key cost drivers such as commodity prices and inflation.

For the purposes of the Company’s going concern assessment, the directors have performed sensitivity analysis on cashflows based on unforeseen changes in demand and the potential impact of increased inflationary pressures. In addition, reverse stress testing has been performed to establish the levels of performance where cash availability would be breached. The results of the analysis demonstrated that there was sufficient cash availability within the current intra group cash pooling facility to deal with all of the identified plausible scenarios. 

The forecast is dependent on the group cash pooling facility being available for the going concern period and Bertelsmann UK Limited not seeing repayment of the amounts currently due. The directors note that the terms of the facility state that that it can be terminated by either party with three days notice and, therefore, the Company has received written confirmation from Bertelsmann UK Limited that it will not seek repayment of the amounts currently due for the going concern period.

Based on the Company’s current trading performance, the sensitivity and reverse stress testing scenarios performed and the written confirmation of support from Bertelsmann UK Limited, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future, being a period of no less than twelve months from the date of approval of these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

  
2.4

Financial instruments

The Company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities such as trade and other accounts receivable and payable, and loans to and from group undertakings. Financial instruments of the Company are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method.

Page 27

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

  
2.5

Foreign currency

Functional and presentation currency

Items included in the financial statements are measured using the currency of the primary economic environment in which the entity operates. The financial statements are presented in pound sterling, which is also the functional currency of the Company.

Transactions and balances

Transactions in foreign currencies are translated to the Company’s functional currency at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognised in the statement of comprehensive income. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated at foreign exchange rates ruling at the dates the fair value was determined.

  
2.6

Revenue

Revenue is recognised in accordance with the IFRS 15 contract-based five-step model. Revenue is measured at the fair value of the consideration received or receivable, and represents amounts receivable for goods or services supplied, stated net of discounts, customer rebates, returns and value added taxes. 
The Company reviews each revenue contract for the relevant performance obligations to determine the contracts treatment in line with IFRS 15. Revenue is recognised when performance obligations have been satisfied. For revenue from services rendered over a period of time, income is recognised as each performance obligation of the contract is satisfied and control of the service passes to the customer. 
Group recharge income compromises charges to fellow group companies for centralized costs incurred on their behalf. Income is recognized as the costs are incurred, and is charged on at cost. 

 
2.7

Leases

Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the Company.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:

Fixed payments (including in-substance fixed payments), less any lease incentives receivable;
Variable lease payments that are based on an index or a rate, initially measured using the index or rate as at the commencement date;
Amounts expected to be payable by the Company under residual value guarantees;
The exercise price of a purchase option if the Company is reasonably certain to exercise that option; and
Payments of penalties for terminating the lease, if the lease term reflects the Company exercising that option
Page 28

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.7
Leases (continued)

Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined the lessee’s incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.

The Company is exposed to potential future increases in variable lease payments based on an index or rate, which are not included in the lease liability until they take effect. When adjustments to lease payments based on an index or rate take effect, the lease liability is reassessed and adjusted against the right-of-use asset.

Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.

Whenever the Company incurs an obligation for costs to dismantle and remove a leased asset or restore the site or underlying asset to the condition required by the terms and conditions of the lease, a provision is recognised and measured under IAS 37. The present value of the expected costs are included in the related right-of-use asset. The obligation is recorded within provisions on the balance sheet. The value of such provision is reviewed regularly and any changes to the estimation results in an adjustment made to the provision with the corresponding side effecting the right of use asset. The same considerations are performed for any provisions which falls outside the scope of IFRS 16, in relation to the costs to dismantle. These are expensed to build up over the period of the lease. The carrying values of these are held within provisions. 

During the year, management determined a change in its expected occupancy, resulting in a revaluation of the lease liability presented on the balance sheet. The corresponding entry was to the right of use asset. 

The Company account for lease reassessment and lease modifications in line with IFRS 16. Management reviews any changes as and when these falls due. For lease modifications, an assessment is made as to whether, in substance, the change results to a separate lease and therefore the creation of a new lease liability and right of use asset or a modification, and therefore remeasurement, of the initial lease agreement. 

Right-of-use assets are measured at cost comprising the following:

The amount of the initial measurement of lease liability;
Any lease payments made at or before the commencement date less any lease incentives received;
Any initial direct costs; and
Restoration costs.

Right-of-use assets are generally depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. If the Company is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying asset’s useful life.

Page 29

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.7
Leases (continued)

Payments associated with short-term leases of equipment and vehicles and all leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less. Low-value assets comprise IT equipment and small items of office furniture.

 
2.8

Finance costs

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

  
2.9

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.

  
2.10

Taxation

Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the statement of comprehensive income except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.  The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.

Page 30

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

  
2.11

Intangible assets

Intangible assets that are acquired by the company are stated at cost less accumulated amortisation and impairment losses. Amortisation is charged to the statement of comprehensive income on a straight-line basis over the estimated useful lives of intangible assets unless such lives are indefinite. Intangible assets are amortised from the date they are available for use. The estimated useful lives are as follows:
Computer software - 4 years

 
2.12

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.

The estimated useful lives are as follows:

Short-term leasehold property
-
5 to 9 years or over the lifetime of the lease
Plant and machinery
-
4 - 14 years
Motor vehicles
-
5 years
Fixtures and fittings
-
4 to 7 years or over the lifetime of the lease
Right-of-use assets
-
over the lifetime of the lease

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

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

  
2.13

Trade and other receivables

Trade debtors and amounts owed by group undertakings are stated at amortised cost after provision for bad and doubtful debts.
Trade and other receivables from group companies include the cash pooling financing facility balance with the company’s parent company in the United Kingdom on which interest is charged or credited at variable rates, based on the GBP ICE Libor rate. 
The Company applies IFRS 9 when using the expected credit loss model. Management adopts the “simplified approach” to determine an amount equal to the lifetime expected credit losses for insignificant trade debtors and a risk score on an individual basis for significant trade debtors. To measure the expected credit losses, trade debtors are grouped based on shared credit risk characteristics and the balance of uninsured debt across the Company.

Page 31

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

  
2.14

Impairment of non-financial assets

Non-financial assets not ready to use are not subject to amortisation and are tested annually for impairment.
Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable in accordance to IAS 36.
An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount, being the higher of an asset’s fair value less costs of disposal or value in use.
For the purposes of assessing impairment, assets are grouped at the lowest levels for which independent cash inflows are generated (cash-generating units). Prior impairments of non-financial assets are reviewed for possible reversal at each reporting date, if there have been favourable events or changes in circumstances, since the impairment loss was recognised that would indicate that the impairment loss no longer exists or might have decreased.

  
2.15

Financial assets

The Company classifies it's financial assets in the following categories:
- Amortised cost
- Fair value through profit or loss (FVTPL)
- Fair value through other comprehensive income (FVOCI)
The classification depends on the purpose for which the financial assets were acquired i.e. the entity’s business model for managing the financial assets and/or the contractual cash flow characteristics of the financial asset. Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.
A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:
- it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and
- its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Subsequent to initial recognition these are measured at amortised cost using the effective interest method. Interest income from these financial assets is included in finance income using the effective interest rate method. Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in other (expenses)/income together with foreign exchange gains and losses. Impairment losses are presented as a separate line item in the profit or loss under ‘net impairment losses on financial and contract assets’.
On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’s fair value in OCI. This election is made on an investment-by-investment basis. 
 
Page 32

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets.The Company does not have any assets classified at FVOCI nor FVTPL.
The Company assesses at the end of each reporting period whether there is objective evidence that one or more event has occurred which has impacted on the estimated cash flows of the financial asset.
Financial assets are impaired and impairment losses are incurred only if such objective evidence of impairment can be reliably measured.

 
2.16

Cash and cash equivalents

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

  
2.17

Trade and other payables

Trade and other payables are stated at cost and principally comprise amounts outstanding for trade purchases and ongoing costs. Trade and other payables to group companies comprise amounts payable to fellow subsidiaries of the Bertelsmann group in respect of services received and costs incurred on the company’s behalf.
Trade and other payables to group companies include the cash pooling financing facility balance with the company’s parent company in the United Kingdom based on which interest is charged or credited at specific rates, based on the Bank of England base rate.
Trade and other payables are stated at fair value which approximates cost.

  
2.18

Deferred income

Deferred income represents amounts received in advance of the performance of services to be provided.

 
2.19

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 33

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

  
2.20

Business combinations

Assets and liabilities acquired as a group are first determined whether the transaction is a business combination by applying the definition and criteria of IFRS 3. Where management have deemed the transaction not to constitute a business, the transaction is accounted for as an asset acquisition with the cost of the transfer being allocated to the individual identifiable assets and liabilities based on their relative fair value. For transactions qualifying as a business combination under the criteria outlined in IFRS 3, the fair value of the relative assets and liabilities are first determined and then allocated, with the remainder of the purchase price being recognised as goodwill.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the Company’s accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates, underlying assumptions and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable and relevant under the circumstances.
Impairment of assets
The directors consider that the nature of the judgements and estimates used within the calculation of asset impairment is one of the key estimates or judgements identified that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. Impairment calculations are prepared each financial year comparing forecast discounted cash flows to carrying values and any previous impairments. See notes 10 and 11 for the net carrying amount of assets.
Recoverability of receivables
The Company reviews overdue trade receivables on a regular basis and makes provisions against those balances considered most at risk. Carrying amounts and further detail on provisions made against receivables are included in note 13.
Lease accounting 
In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated). 
The following factors are normally the most relevant: 
• If there are significant penalties to terminate (or not extend), the Company is typically reasonably certain to extend (or not terminate). 
• If any leasehold improvements are expected to have a significant remaining value, the Company is typically reasonably certain to extend (or not terminate). 
Otherwise, the Company considers other factors including historical lease durations and the costs and business disruption required to replace the leased asset. 
The lease term is reassessed if an option is actually exercised (or not exercised) or the Company becomes obliged to exercise (or not exercise) it. The assessment of reasonable certainty is only revised if a significant event or a significant change in circumstances occurs, which affects this assessment, and that is within the control of the lessee. 

Page 34

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.


Judgements in applying accounting policies and key sources of estimation uncertainty (continued)

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case for leases in the Company, the lessee’s incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions. 
See note 17 for the net carrying amount of the right-of-use assets and the net carrying amount of the lease liabilities.
Business combinations
When considering the fair value of assets acquired in a business combination, management use 3rd parties for valuation advice. For some assets, internal expertise is relied on for consideration of value in use and compatibility with operations. Staff have relevant qualifications and knowledge for these judgements.  


4.


Turnover

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


2024
2023
£
£

Sale of services
85,037,656
67,369,114

85,037,656
67,369,114


Included within sale of services is turnover earned from services provided to group companies.


5.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Net foreign exchange losses
71,581
44,164

Depreciation of tangible fixed assets
3,719,993
2,395,173

Depreciation of right-of-use assets
3,117,911
3,151,918

Amortisation of intangible assets
56,256
32,254

Loss on disposal of tangible fixed assets
52,381
9,696

Auditors' remuneration
113,850
77,250

An impairment review was performed in 2024. No indicators of impairment were identified.

Page 35

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

6.


Employees

Staff costs were as follows:


2024
2023
£
£

Wages and salaries
17,225,173
14,876,686

Social security costs
1,718,130
1,442,689

Cost of defined contribution scheme
575,936
466,643

19,519,239
16,786,018


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


        2024
        2023
            No.
            No.







Operations
428
393



Management
72
67

500
460


7.


Directors' remuneration

2024
2023
£
£



Emoluments
378,519
171,522

Pension contributions
33,386
8,554

411,905
180,076

The remuneration of Mr Andreas Barth is paid by the parent company. Mr Barth's services are of a non executive nature, and his remuneration is deemed to be wholly attributable to his serices to the parent company. Accordingly,  the above detail includes no remuneration in respect of Mr Barth.



2024
2023

Highest paid director
£
£


Emoluments
204,494
166,678

Pension contributions
18,936
8,280

Page 36

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

8.


Interest payable and similar expenses

2024
2023
£
£


Interest payable on cash pooling
2,525,020
1,897,209

Interest on lease liabilities
653,575
369,914

Other interest payable
234,236
309,854

3,412,831
2,576,977


9.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
(1,733,542)
(2,509,504)

Adjustments in respect of prior years
1,826,786
(590,569)


93,244
(3,100,073)


Total current tax
93,244
(3,100,073)

Deferred tax


Origination and reversal of timing differences
3,456,358
1,813,228

Adjustments in respect of prior years
(2,009,959)
240,504

Total deferred tax
1,446,399
2,053,732


Taxation on profit/(loss) on ordinary activities
1,539,643
(1,046,341)

The current year tax charge/(credit) represents corporation tax payable and amounts payable to/receivable from fellow UK subsidiaries of the Bertelsmann group in respect of group relief. 

Page 37

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
9.Taxation (continued)


Factors affecting tax charge for the year

The difference between the total tax charge shown above and the amount calculated by applying the standard rate of UK Corporation tax of 25% (2023: 23.5%) to the profit/(loss) before tax is as follows:

2024
2023
£
£


Profit/(loss) on ordinary activities before tax
1,523,998
(2,391,001)


Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
381,000
(561,885)

Effects of:


Expenses not deductible for tax purposes
37,500
7,444

Movement in recognition of losses
1,304,316
(266,627)

Deferred tax rate differences
-
124,791

Adjustments to current tax charge in respect of prior periods
1,826,786
(590,569)

Adjustments to deferred tax charge in respect of prior periods
(2,009,959)
240,505

Total tax charge/(credit) for the year
1,539,643
(1,046,341)


Factors that may affect future tax charges

An increase in the UK corporation tax rate from 19% to 25%, substantially enacted on 24 May 2021 and effective 1 April 2023, was introduced by  Finance (No.2) Bill 2021 - 2022. As such, Current tax is provided for at 25% (2023: 23.5%) and is expected to be so in future years and Deferred tax is provided at 25% (2023 :25%) and is also expected to be so in future years.        

Page 38

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

10.


Intangible assets

The amortisation charge is recognised in the Statement of Comprehensive Income under the line administrative expenses.




Computer software

£



Cost


At 1 January 2024
217,730


Transfer from Asset under construction (tangible)
383,324


Disposals
(110,217)



At 31 December 2024

490,837



Amortisation


At 1 January 2024
170,705


Charge for the year on owned assets
56,256


On disposals
(64,851)



At 31 December 2024

162,110



Net book value



At 31 December 2024
328,727



At 31 December 2023
47,025




Page 39

 


 
ARVATO SCM UK LIMITED


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


11.


Tangible fixed assets


The depreciation charge is recognised in the Statement of Comprehensive Income under the line administrative expenses.





Freehold property
Short-term leasehold property
Plant and machinery
Motor vehicles
Fixtures and fittings
Assets under construction
Total

£
£
£
£
£
£
£



Cost


At 1 January 2024
-
13,888,379
2,608,203
-
2,986,100
9,891,001
29,373,683


Additions
-
1,189,451
580,349
-
163,207
6,279,157
8,212,164


Transfer to Intangible assets
-
-
-
-
-
(383,323)
(383,323)


Additions from business combination
11,787,593
-
3,999,866
-
-
-
15,787,459


Disposals
-
(95,570)
(491,545)
(18,977)
(542,886)
-
(1,148,978)


Transfers between classes
-
926,686
8,250,734
189,766
34,224
(9,401,410)
-



At 31 December 2024

11,787,593
15,908,946
14,947,607
170,789
2,640,645
6,385,425
51,841,005



Depreciation


At 1 January 2024
-
3,362,548
1,321,927
-
1,568,207
-
6,252,682


Charge for the year
62,461
1,698,027
1,479,131
35,990
444,384
-
3,719,993


Disposals
-
(51,955)
(491,545)
(654)
(343,271)
-
(887,425)



At 31 December 2024

62,461
5,008,620
2,309,513
35,336
1,669,320
-
9,085,250



Net book value
Page 40

 


 
ARVATO SCM UK LIMITED


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

           11.Tangible fixed assets (continued)




At 31 December 2024
11,725,132
10,900,326
12,638,094
135,453
971,325
6,385,425
42,755,755



At 31 December 2023
-
10,525,831
1,286,276
-
1,417,893
9,891,001
23,121,001




12.
Deferred tax assets and liabilities


Movement in recognised deferred tax during the year:
1 January 2024
Income statement movement
31 December 2024

£
£
£


Property plant and equipment
(3,521,246)
(77,545)
(3,598,791)

Short term timing differences
163,198
(64,538)
98,660

Tax losses
1,304,316
(1,304,316)
-


(2,053,732)
(1,446,399)
(3,500,131)


Movement in recognised deferred tax during the prior year:
1 January 2023
Income statement movement
31 December 2023

£
£
£


Property plant and equipment
(1,192,326)
(2,328,920)
(3,521,246)

Short term timing differences
154,613
8,585
163,198
Page 41

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

Tax losses
1,037,713
266,603
1,304,316


-
(2,053,732)
(2,053,732)

The Company has an unrecognised deferred tax asset of £2,608,633 at 31 December 2024 (2023: £1,304,316) in relation to losses. Deferred tax will be provided on these losses when it is expected to make sufficient future taxable profits against which the losses may be utilised.



13.


Debtors

2024
2023
£
£


Trade debtors
20,191,957
11,191,948

Amounts owed by group undertakings
3,070,552
3,438,687

Other debtors
411,956
313,168

Prepayments and accrued income
2,069,764
910,722

25,744,229
15,854,525


An allowance has been made for the expected credit loss on trade and other receivables of £118,990 (2023: £65,606). Trade and other receivables from group companies are unsecured, repayable on demand and carry interest based on the Bank of England base rate.


14.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
209
12,328

209
12,328


Cash at bank and in hand comprise cash balances and call deposits. Group cash pooling balances are included in Creditors: amounts falling due within one year, see note 15. 

Page 42

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

15.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
4,270,001
2,692,187

Amounts owed to group undertakings
54,155,408
27,480,137

Lease liabilities
2,808,585
2,760,282

Social security
498,979
374,113

Other creditors
323,250
1,446,179

Accruals and deferred income
2,118,939
1,504,167

64,175,162
36,257,065


Amounts owed to group companies includes the cash pooling financing facility balance with the Company’s parent Company, Bertelsmann UK Limited. The balance at year end relating to the cash pooling facility was £50,318,156 (2023: £24,155,464). Amounts owed to group companies are unsecured, repayable on demand and carry interest based on the Bank of England base rate.


16.


Creditors: Amounts falling due after more than one year

2024
2023
£
£

Lease liabilities
17,199,105
20,007,690


Page 43

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

17.

Leases

Right-of-use assets

Land and buildings
Fixtures and fittings
Total

£
£
£

Cost or valuation

At 1 January 2024
35,055,056
420,678
35,475,734

Disposals
-
(387,185)
(387,185)

Dilapidations
(455,193)
-
(455,193)

At 31 December 2024
34,599,863
33,493
34,633,356


Depreciation and impairment

At 1 January 2024
10,445,223
400,843
10,846,066

Charge for the year
3,111,062
6,849
3,117,911

Disposals
-
(387,183)
(387,183)

At 31 December 2024
13,556,285
20,509
13,576,794


Net book value

At 31 December 2024
21,043,578
12,984
21,056,562

At 31 December 2023
24,609,833
19,835
24,629,668

          Lease liabilities
Lease liabilities are due as follows:


2024
2023

£
£


Not later than one year
2,808,585
2,760,282

Between one and five years
12,005,449
11,688,779

Later than five years
5,193,656
8,318,912


20,007,690
22,767,973

Lease liabilities derecognised during the year were £nil (2023: £nil).
Page 44

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

17.
 
Leases (continued)

Contractual undiscounted cash flows are due as follows:


2024
2023

£
£


Not later than one year
3,325,432
3,350,121

Between one and five years
13,279,094
13,286,402

Later than five years
5,341,761
8,649,975


21,946,287
25,286,498

The total cash outflow for leases in 2024 was £3,350,850 (2023: £3,768,200).

The following amounts in respect of leases, where the Company is a lessee, and the corresponding right-of-use asset have been recognised in the income statement:


2024
2023

£
£


Interest expense on lease liabilities
653,575
369,914

Depreciation of right-of-use assets - Buildings
3,111,062
3,145,088

Depreciation of right-of-use assets - Fixtures and fittings
6,849
6,830



18.


Employee benefits

The Company operates a defined contribution pension scheme. The pension costs charge for the year includes contributions payable by the Company to the scheme and amounted to £575,936 (2023: £466,643).
At the balance sheet date, contributions amounting to £106,662 (2023: £82,080) were payable to the scheme.


19.


Provisions





Dilapidation provision

£





At 1 January 2024
2,679,787


Charged to profit or loss
(319,331)



At 31 December 2024
2,360,456



Page 45

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

20.


Capital and reserves


Share capital

2024
2023
£
£
Allotted, called up and fully paid



100 (2023 - 100) Ordinary shares of £1.00 each
100
100



21.


Reserves

Profit and loss account
This includes all current prior period retained profits and losses. All reserves in respect of profit and loss are distributable reserves.
Capital contribution reserve
The capital contribution reserve consists of intercompany loan amounts that were waived by Bertelsmann UK Limited in order to release working capital.

22.
Business combinations

In May of 2024 the company purchased selected assets (Land and Buildings) of a site in Corby for a purchase consideration of £15m. As part of the agreement Arvato has agreed to continue to serve the customer base of Avon Cosmetics that originally occupied the purchased premises with warehouse and distribution services.. The acquistion of assets was accounted for using the purchase method.
Recognised amounts of identifiable assets acquired and liabilities assumed


Fair value

£

Fixed assets

Tangible assets
15,787,459

Total identifiable net assets
15,787,459

Goodwill
134

Total purchase consideration
15,787,593

Consideration

Cash
15,000,000

Acquisition costs
787,593

Cash outflow on acquisition
15,787,593

Purchase consideration settled in cash, as above
15,787,593

Page 46

 
ARVATO SCM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

23.


Post balance sheet events

There have been no material post balance sheet events that require disclosure or adjustment in these financial statements.   


24.


Related parties and immediate and ultimate controlling party

The immediate parent company is Bertelsmann UK Limited, a company incorporated and registered in the United Kingdom. The ultimate parent company and ultimate controlling party is Bertelsmann SE & Co. KGaA, a company incorporated and registered in Germany.  The consolidated financial statements of this group are available to the public and may be obtained from Bertelsmann SE & Co. KGaA, Carl Bertelsmann Strasse 270, Postfach 111, D-33311, Gütersloh, Germany. No other group financial statements include the results of the Company.
The Company has a related party relationship with fellow subsidiaries of the group headed by Bertelsmann SE & Co. KGaA and with its directors and executive officers.
As the Company is a wholly owned subsidiary of Bertelsmann UK Limited, the Company is exempt from the requirement, under International Accounting Standard 24 ‘Related party disclosures’, to disclose transactions between two or more members within the group. The Company has taken advantage of this exemption.  No other related party transactions were entered in to in the year.
 

Page 47