Company registration number 13242506 (England and Wales)
KEYWORDS AUSTRALIA HOLDINGS LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
KEYWORDS AUSTRALIA HOLDINGS LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 6
KEYWORDS AUSTRALIA HOLDINGS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
31 December 2024
2023
as restated
Notes
$
$
$
$
Fixed assets
Investments
4
57,733,606
48,875,425
Current assets
-
-
Creditors: amounts falling due within one year
6
(19,360,392)
(15,549,345)
Net current liabilities
(19,360,392)
(15,549,345)
Total assets less current liabilities
38,373,214
33,326,080
Creditors: amounts falling due after more than one year
7
(47,415,316)
(38,177,049)
Net liabilities
(9,042,102)
(4,850,969)
Capital and reserves
Called up share capital
9
1
1
Profit and loss reserves
(9,042,103)
(4,850,970)
Total equity
(9,042,102)
(4,850,969)

The notes on pages 2 to 6 form part of these financial statements.

For the financial year ended 31 December 2024 the Company was entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies.

The members have not required the Company to obtain an audit of its financial statements for the year in question in accordance with section 476.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 25 July 2025 and are signed on its behalf by:
Mr R Kingston
Director
Company registration number 13242506 (England and Wales)
KEYWORDS AUSTRALIA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
1
Accounting policies
Company information

Keywords Australia Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is 4th Floor, 110 High Holborn, London, WC1V 6JS.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in US Dollars, which is the functional currency of the Company. Monetary amounts in these financial statements are rounded to the nearest $. Please note that the parent undertaking of the group, for which consolidated financial statements are prepared, Houting TopCo UK Ltd, report in USD ($).

 

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

At the balance sheet date, the Company was dependent upon the continued financial support of Keywords Studios Ltd (formally Keywords Studios PLC), the intermediate parent company, to enable it to meet its obligations as they fell due. The Company understands this financial support will continue to be made available. As a result, these financial statements have been prepared on a going concern basis. true

 

Management has determined that with the ongoing support of Keywords Studios Limited, the entity is should continue to be treated as a going concern.

1.3
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the Company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

1.4
Cash and cash equivalents

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

1.5
Financial instruments

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

 

Financial instruments are recognised in the company's balance sheet when the Company becomes party to the contractual provisions of the instrument.

 

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

KEYWORDS AUSTRALIA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 3 -
Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

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

Basic financial liabilities

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

 

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

 

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

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
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Employees

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

2024
2023
Number
Number
Total
-
0
-
0
3
Interest receivable and similar income
2024
2023
$
$
Interest receivable and similar income includes the following:
Profit from foreign exchange
318,733
-
0
KEYWORDS AUSTRALIA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
4
Fixed asset investments
2024
2023
$
$
Shares in group undertakings and participating interests
57,733,606
48,875,425

 

Movements in fixed asset investments
Shares in subsidiaries
$
Cost or valuation
At 1 January 2024
48,875,425
Additions
8,858,181
At 31 December 2024
57,733,606
Carrying amount
At 31 December 2024
57,733,606
At 31 December 2023
48,875,425

A prior year adjustment has been made to the cost of investment in the comparitive year. Refer to note 10 for further details.

5
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Keywords Australia Pty Ltd
12 Spring Street , Fitzroy North Vic VIC 3065, Australia
Ordinary
100.00
0
Tantalus Media Pty Limited
12 Spring Street , Fitzroy North Vic VIC 3065, Australia
Ordinary
0
100.00
Jurango Pty Limited
29 Thornton, Crescent, Mitcham VIC 3132, Australia
Ordinary
0
100.00
Wicked Witch Software Pty Ltd
Level 5, 990 Whitehorse Road, Box Hill, Melbourne, VIC, 3128, Australia
Ordinary
0
100.00
Mighty Games Group Pty Ltd
422 Brunswick Street, Fitzroy, VIC, 3065, Australia
Ordinary
0
100.00
Might Developments Pty Ltd
422 Brunswick Street, Fitzroy, VIC, 3065, Australia
Ordinary
0
100.00
Mighty Games Productions Pty Ltd
422 Brunswick Street, Fitzroy, VIC, 3065, Australia
Ordinary
0
100.00
KEYWORDS AUSTRALIA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
6
Creditors: amounts falling due within one year
2024
2023
$
$
Trade creditors
-
0
382
Amounts owed to group undertakings
17,351,348
15,535,745
Other creditors
1,995,418
-
0
Accruals and deferred income
13,626
13,218
19,360,392
15,549,345

Other creditors is the deferred consideration on acquisitions, the terms of which are based on the underlying contracts. Amounts owed to parent company and subsidiaries included within creditors due within one year are interest free and repayable on demand.

7
Creditors: amounts falling due after more than one year
2024
2023
Notes
$
$
Other borrowings
8
47,415,316
38,177,049

The terms of amounts owed to group undertakings are based on the underlying contracts and are interest bearing. Other creditors is the deferred consideration on acquisitions, the terms of which are based on the underlying contracts.

8
Loans and overdrafts
2024
2023
$
$
Loans from group undertakings and related parties
47,415,316
38,177,049
Payable after one year
47,415,316
38,177,049

During the current and previous period, the Company received various loans from other members of the Keywords group. These are all interest bearing at between 2.75% and 7.78% per annum and all repayable in more than one year. The total amount repayable, including accrued interest, is included in creditors due more than one year.

9
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
$
$
Issued and fully paid
Ordinary shares of $1 each
1
1
1
1

Each share is entitled to one vote in any circumstances. Each class of share has a separate entitlement to dividend as determined by the board of directors.

KEYWORDS AUSTRALIA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
10
Prior period adjustment
Changes to the balance sheet
As previously reported
Adjustment
As restated at 31 Dec 2023
$
$
$
Fixed assets
Investments
46,610,584
2,264,841
48,875,425
Creditors due within one year
Amounts owed to group undertakings
(13,270,904)
(2,264,841)
(15,535,745)
Net assets
(4,850,969)
-
(4,850,969)
Capital and reserves
Total equity
(4,850,969)
-
(4,850,969)
11
Related party transactions

As a wholly owned subsidiary undertaking of Houting TopCo UK Ltd, the company has taken advantage of the exemption under Financial Reporting Standard 102, paragraph 33.1A, not to disclose transactions with other group companies.true

 

12
Parent company

The immediate parent undertaking is Keywords UK Holdings Limited, a company incorporated in England & Wales, who's registered office is 4th Floor, 110 High Holborn, London, WC1V 6JS.

The ultimate parent undertaking is EQT AB and its registered office is Regeringsgatan 25, Stockholm , Sweden. Houting TopCo UK Limited, a company incorporated in the United Kingdom, is the parent undertaking of the group for which consolidated financial statements are prepared, which include the results of the company. Copies can be obtained from the Companies House website.

2024-12-312024-01-01falsefalsefalseCCH SoftwareCCH Accounts Production 2024.301No description of principal activityMr J HauckMr G DurantiMr R KingstonFor the financial year ended 31 December 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.The member has not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476132425062024-01-012024-12-31132425062024-12-31132425062023-12-3113242506core:CurrentFinancialInstrumentscore:WithinOneYear2024-12-3113242506core:CurrentFinancialInstrumentscore:WithinOneYear2023-12-3113242506core:Non-currentFinancialInstrumentscore:AfterOneYear2024-12-3113242506core:Non-currentFinancialInstrumentscore:AfterOneYear2023-12-3113242506core:CurrentFinancialInstruments2024-12-3113242506core:CurrentFinancialInstruments2023-12-3113242506core:ShareCapital2024-12-3113242506core:ShareCapital2023-12-3113242506core:RetainedEarningsAccumulatedLosses2024-12-3113242506core:RetainedEarningsAccumulatedLosses2023-12-3113242506bus:Director32024-01-012024-12-31132425062023-01-012023-12-3113242506core:Subsidiary12024-01-012024-12-3113242506core:Subsidiary22024-01-012024-12-3113242506core:Subsidiary32024-01-012024-12-3113242506core:Subsidiary42024-01-012024-12-3113242506core:Subsidiary52024-01-012024-12-3113242506core:Subsidiary62024-01-012024-12-3113242506core:Subsidiary72024-01-012024-12-3113242506core:Subsidiary112024-01-012024-12-3113242506core:Subsidiary212024-01-012024-12-3113242506core:Subsidiary312024-01-012024-12-3113242506core:Subsidiary412024-01-012024-12-3113242506core:Subsidiary512024-01-012024-12-3113242506core:Subsidiary612024-01-012024-12-3113242506core:Subsidiary712024-01-012024-12-3113242506core:Subsidiary112023-01-012023-12-3113242506core:Subsidiary212023-01-012023-12-3113242506core:Subsidiary312023-01-012023-12-3113242506core:Subsidiary412023-01-012023-12-3113242506core:Subsidiary512023-01-012023-12-3113242506core:Subsidiary612023-01-012023-12-3113242506core:Subsidiary712023-01-012023-12-3113242506core:Non-currentFinancialInstruments2024-12-3113242506core:Non-currentFinancialInstruments2023-12-3113242506bus:PrivateLimitedCompanyLtd2024-01-012024-12-3113242506bus:SmallCompaniesRegimeForAccounts2024-01-012024-12-3113242506bus:FRS1022024-01-012024-12-3113242506bus:AuditExempt-NoAccountantsReport2024-01-012024-12-3113242506bus:Director12024-01-012024-12-3113242506bus:Director22024-01-012024-12-3113242506bus:FullAccounts2024-01-012024-12-31xbrli:purexbrli:sharesiso4217:GBPiso4217:USD