| REGISTERED NUMBER: 11113613 (England and Wales) |
| STRATEGIC REPORT, DIRECTORS' REPORT AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| DEPS GROUP LIMITED |
| REGISTERED NUMBER: 11113613 (England and Wales) |
| STRATEGIC REPORT, DIRECTORS' REPORT AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| DEPS GROUP LIMITED |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| For The Year Ended 31 December 2024 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Directors' Report | 3 |
| Independent Auditors' Report | 5 |
| Statement of Comprehensive Income | 8 |
| Statement of Financial Position | 9 |
| Statement of Changes in Equity | 10 |
| Notes to the Financial Statements | 11 |
| DEPS GROUP LIMITED |
| COMPANY INFORMATION |
| For The Year Ended 31 December 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| INDEPENDENT AUDITORS: |
| 5 & 6 Manor Garth |
| Manor Court |
| Scarborough |
| North Yorkshire |
| YO11 3TU |
| BANKERS: |
| Lutea House |
| Warley Hill Business Park |
| The Drive, Great Warley |
| Brentwood |
| Essex |
| CM13 3BE |
| OTHER BANKERS: |
| 2 Whitehall Quay |
| Leeds |
| West Yorkshire |
| LS1 4HR |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| STRATEGIC REPORT |
| For The Year Ended 31 December 2024 |
| The directors present their strategic report for the year ended 31 December 2024. |
| REVIEW OF BUSINESS |
| The company is an intermediate holding company and member of the group headed by DEPS Holdings Limited. |
| At 31 December 2024 the company has net liabilities of £7,242k (2023 - £8,915k) and current net liabilities of £5,795k (2023 - £5,744k). The directors monitor the funding requirements of the company, which is supported by the parent company when required. |
| The profit for the year, after taxation, amounted to £1,673k (2023 - loss £888k). |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The company does not have any particular principal risks and uncertainties other than those of its subsidiary undertakings, detailed in the Strategic Report of Dale Power Solutions Limited. |
| FINANCIAL KEY PERFORMANCE INDICATORS |
| The company does not use any particular key performance indicators. |
| ON BEHALF OF THE BOARD: |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| DIRECTORS' REPORT |
| For The Year Ended 31 December 2024 |
| The directors present their report with the financial statements of the company for the year ended 31 December 2024. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the year under review was that of a holding company. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
| GOING CONCERN |
| The directors have a reasonable expectation that the company has adequate resources to continue in operational existence based on detailed cashflow forecasts and confirmed forward orders (at record high levels) together with and agreed strategic plan by all key stakeholders. |
| In making the current assessment of the ability of the company to continue as a going concern, the directors have considered the on going impact of the items listed below on both the liquidity and compliance with future covenants of the group headed by DEPS Holdings Limited, the ultimate parent company. This is deemed to be appropriate on the basis that the group, as at 31 December 2024 held external debt with the shareholders and the bank, in which the latter is subject to group guarantee arrangements around covenant compliance. As such, the below analysis represents the conclusions made on the group as a whole. |
| - | The wars in Ukraine and Gaza, |
| - | Inflation, |
| - | The global supply chain, |
| - | The labour market |
| As part of concluding that the group is a going concern, the group has remodelled its future cashflow and |
| covenant compliance using updated information for a period not less than 12 months from the date these |
| financial statements have been signed. |
| The above modelling included various scenarios which show that the group has sufficient resources to continue to operate as a going concern for at least the next 12 months from the date these financial statements have been signed, and have been prepared on that basis. |
| As such, these financial statements do not include any adjustments that would be necessary should the going concern basis of preparation no longer be appropriate. |
| QUALIFYING THIRD PARTY INDEMNITY PROVISIONS |
| The company has provided an indemnity for its directors, which is a qualifying third-party indemnity provision for the purposes of the Companies Act 2006. |
| MATTERS COVERED IN THE STRATEGIC REPORT |
| Disclosures required under S416(4) of the Companies Act 2006 are commented upon in the strategic report as the directors consider them to be of strategic importance to the company. |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| DIRECTORS' REPORT |
| For The Year Ended 31 December 2024 |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| AUDITORS |
| The auditors, Fortus Audit LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
| DEPS GROUP LIMITED |
| Opinion |
| We have audited the financial statements of DEPS Group Limited (the 'company') for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Statement of Financial Position, 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 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended; |
| - | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| Basis for opinion |
| We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Directors' Report, but does not include the financial statements and our Auditors' Report thereon. |
| 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. |
| In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | 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. |
| INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
| DEPS GROUP LIMITED |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of directors' remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit. |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 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. |
| INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
| DEPS GROUP LIMITED |
| Auditors' responsibilities for the audit of the financial statements |
| Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
| Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect to irregularities including fraud. 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 frameworks which are directly relevant to specific assertions in the financial statements are those that relate to the reporting framework (UK GAAP and the Companies Act 2006) and the relevant tax compliance regulations in the UK. |
| We understood how the company is complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through review of board minutes and discussions with those charged with governance. |
| We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur, by discussion with management from various parts of the business to understand where they considered there was a susceptibility to fraud. We considered the procedures and controls that the company has established to prevent and detect fraud, and how these are monitored by management, and also any enhanced risk factors such as performance targets. |
| Based on our understanding, we designed our audit procedures to identify any non-compliance with laws and regulations identified in the paragraphs above. |
| We also performed audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report. |
| 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 Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| 5 & 6 Manor Garth |
| Manor Court |
| Scarborough |
| North Yorkshire |
| YO11 3TU |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| STATEMENT OF COMPREHENSIVE |
| INCOME |
| For The Year Ended 31 December 2024 |
| 2024 | 2023 |
| Notes | £'000 | £'000 |
| TURNOVER |
| Administrative expenses |
| OPERATING LOSS | ( |
) | ( |
) |
| Amounts written off investments | 4 | (2,517 | ) | - |
| 2,471 | (73 | ) |
| Interest payable and similar expenses | 5 |
| PROFIT/(LOSS) BEFORE TAXATION | ( |
) |
| Tax on profit/(loss) | 6 |
| PROFIT/(LOSS) FOR THE FINANCIAL YEAR | ( |
) |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| STATEMENT OF FINANCIAL POSITION |
| 31 December 2024 |
| 2024 | 2023 |
| Notes | £'000 | £'000 | £'000 | £'000 |
| FIXED ASSETS |
| Investments | 7 |
| CURRENT ASSETS |
| Debtors | 8 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 9 |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year |
10 |
| NET LIABILITIES | ( |
) | ( |
) |
| CAPITAL AND RESERVES |
| Called up share capital | 12 |
| Retained earnings | ( |
) | ( |
) |
| SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| STATEMENT OF CHANGES IN EQUITY |
| For The Year Ended 31 December 2024 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £'000 | £'000 | £'000 |
| Balance at 1 January 2023 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 31 December 2023 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2024 | ( |
) | ( |
) |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| NOTES TO THE FINANCIAL STATEMENTS |
| For The Year Ended 31 December 2024 |
| 1. | STATUTORY INFORMATION |
| DEPS Group Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| These financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £ . |
| Financial Reporting Standard 102 - reduced disclosure exemptions |
| The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
| • | the requirements of Section 7 Statement of Cash Flows; |
| • | the requirement of paragraph 3.17(d); |
| • | the requirement of paragraph 33.7. |
| This information is included in the consolidated financial statements of DEPS Holdings Limited as at 31 December 2024 and these financial statements may be obtained from Salter Road, Eastfield Industrial Estate, Scarborough, North Yorkshire, United Kingdom, YO11 3DU. |
| Significant judgements and estimates |
| The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the Statement of Financial Position date and the amounts reported for the revenues and expenses during the year. However the nature of estimation means that actual outcomes could differ from those estimates. In preparing these financial statements, the directors have made the following judgements: |
| Going concern |
| In preparing these financial statements the directors have made a judgement around the ability of the company to continue as a going concern. Details of these considerations can be seen in the directors report. |
| Investments |
| The directors have determined whether there are indicators of impairment of the company’s fixed asset investments. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and where it is a component of a larger cash generating unit, the viability and expected future performance of that unit. During the year management have undertaken an independent valuation of the investment alongside completing a value in use calculation to ascertain the fair value of the investments and deemed it appropriate to release the previously recognised impairment. |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| For The Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Turnover |
| Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: |
| Rendering of services |
| Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: |
| Finance costs |
| Finance costs are charged to Statement of Comprehensive Income 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. |
| Investments in subsidiaries |
| Investments in subsidiary undertakings are recognised at cost less any provision for impairment. |
| Financial instruments |
| The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties and loans to related parties. |
| Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in the case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost. |
| Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income. |
| For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. |
| For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the reporting date. |
| Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an 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. |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| For The Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Taxation |
| Taxation 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 in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date. |
| 3. | EMPLOYEES AND DIRECTORS |
| The company had no employees other than the directors in the current year, or prior period. |
| Directors' payroll costs amounted to £361k (2023 - £324k) and are paid by a subsidiary company, Dale Power Solutions Limited. |
| 4. | AMOUNTS WRITTEN OFF INVESTMENTS |
| 2024 | 2023 |
| £'000 | £'000 |
| Amounts written off |
| investments | (2,517 | ) | - |
| The directors have determined whether there are indicators of impairment of the company’s fixed asset investments. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and where it is a component of a larger cash generating unit, the viability and expected future performance of that unit. Management have completed a value in use calculation to ascertain the fair value of the investments and deemed it appropriate to release the previously recognised impairment. |
| 5. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 2024 | 2023 |
| £ | £ |
| Loan note interest payable | 798 | 815 |
| Amortisation of loan issue costs | - | - |
| 798 | 815 |
| 6. | TAXATION |
| Analysis of the tax charge |
| No liability to UK corporation tax arose for the year ended 31 December 2024 nor for the year ended 31 December 2023. |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| For The Year Ended 31 December 2024 |
| 6. | TAXATION - continued |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
| 2024 | 2023 |
| £'000 | £'000 |
| Profit/(loss) before tax | ( |
) |
| Profit/(loss) multiplied by the standard rate of corporation tax in the UK of |
( |
) |
| Effects of: |
| Expenses not deductible for tax purposes |
| Income not taxable for tax purposes | ( |
) |
| Effects of group relief/other reliefs | 13 | - |
| Deferred tax not recognised | 95 | 222 |
| Total tax charge | - | - |
| The company has not recognised a deferred tax asset of £863,581 (2023 - £768,109) on losses as their future recoverability is uncertain. |
| 7. | FIXED ASSET INVESTMENTS |
| Shares in |
| group |
| undertakings |
| £'000 |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| PROVISIONS |
| At 1 January 2024 | 2,517 |
| Provision for year | (2,517 | ) |
| At 31 December 2024 | - |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| The company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
| Registered office: Eastfield Industrial Estate, Salter Road, Scarborough, North Yorkshire, YO11 3DU |
| Nature of business: |
| % |
| Class of shares: | holding |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| For The Year Ended 31 December 2024 |
| 7. | FIXED ASSET INVESTMENTS - continued |
| Registered office: Salter Road, Eastfield Industrial Estate, Scarborough, North Yorkshire, YO11 3DU |
| Nature of business: |
| % |
| Class of shares: | holding |
| The directors have determined whether there are indicators of impairment of the company’s fixed asset investments. Management have completed a value in use calculation to ascertain the fair value of the investments and deemed it appropriate to reverse the provision of £2,517k (2023 - .£Nil). |
| 8. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £'000 | £'000 |
| Amounts owed by group undertakings |
| Other debtors |
| Amounts owed by group undertakings are unsecured, interest free, have no fixed repayment date and are repayable on demand. |
| 9. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £'000 | £'000 |
| Amounts owed to group undertakings |
| Other creditors |
| Accrued expenses |
| Amounts owed to group undertakings are unsecured, interest free, have no fixed repayment date and are repayable on demand. |
| 10. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 2024 | 2023 |
| £'000 | £'000 |
| Other loans (see note 11) |
| For details of the PIK Note, Loan Notes and Loan Note interest see note 13. |
| 11. | LOANS |
| An analysis of the maturity of loans is given below: |
| 2024 | 2023 |
| £'000 | £'000 |
| Amounts falling due between one and two years: |
| Other loans (A1) | 13,290 |
| Other loans (A2) | 1,010 | 956 |
| DEPS GROUP LIMITED (REGISTERED NUMBER: 11113613) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| For The Year Ended 31 December 2024 |
| 11. | LOANS - continued |
| The loan notes are secured over the assets of the company and attract interest at 8% per annum. Following a re-finance in April 2024, the A1 loan notes are repayable in 2027 and the A2 loan notes are repayable at the point of any change of ownership in the A Ordinary shares. |
| 12. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | £ | £ |
| Ordinary | 1 | 1 | 1 |
| 13. | CONTINGENT LIABILITIES |
| In the current year, all assets of the company were pledged as security for a bank loan owed by Dale Power Solutions Limited. The exposure at the year end was £1,241,000 (2023 - £1,157,000). |
| 14. | RELATED PARTY DISCLOSURES |
| The company has taken advantage of the exemption available under FRS 102 section 33.1A and has not disclosed transactions with companies that are wholly owned members of the DEPS Holdings Limited group of companies. |
| The following amounts were outstanding in respect of loans from directors: |
| 2024 | 2023 |
| £'000 | £'000 |
| A W Marr | 109 | 104 |
| During the year interest of £5,793 (2023 - £5,777) accrued in the balance owed to A W Marr. |
| Loan notes issued to key management personnel amounting to £23,665 (2023 - £22,412) were outstanding at the year end. During the year interest charged at 8% totalled £1,253 (2023 - £1,249). |
| Amounts paid to NVM III GP LLP (the ultimate controlling party): |
| 2024 | 2023 |
| £'000 | £'000 |
| Monitoring and directors fees | 50 | 50 |
| Recharged expenses | 3 | - |
| 15. | ULTIMATE CONTROLLING PARTY |
| The ultimate controlling party is |
| The company's immediate parent company is DEPS Holdings Limited, a company registered in England and Wales. |
| As at 31 December 2024, the largest and smallest group in which the results are consolidated is that |
| headed by DEPS Holdings Limited. The consolidated accounts of the group are available to the public and may be obtained from its registered office, Eastfield Industrial Estate, Salter Road, Scarborough, North Yorkshire, United Kingdom, YO11 3DU. No other group accounts include the results of the company. |