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Registered number: 11368960









AIRSCREAM UK LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 
AIRSCREAM UK LIMITED
 
 
COMPANY INFORMATION


Directors
S G Moore 
W C Ong 
K S Yeoh 




Registered number
11368960



Registered office
Ashville Park Short Way
Thornbury

Bristol

BS35 3UU




Trading Address
Ashville Park Short Way
Thornbury

Bristol

BS35 3UU






Independent auditors
Harris & Trotter LLP
Chartered Accountants and Statutory Auditors

101 New Cavendish Street

1st Floor South

London

W1W 6XH





 
AIRSCREAM UK LIMITED
 

CONTENTS



Page
Strategic Report
1 - 4
Directors' Report
5 - 7
Independent Auditors' Report
8 - 11
Statement of Comprehensive Income
12
Statement of Financial Position
13 - 14
Statement of Changes in Equity
15
Notes to the Financial Statements
16 - 35


 
AIRSCREAM UK LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
By Sam Ong, Group CEO
Founded in 2018 by Yeoh Kai Shen and myself, AIRSCREAM has rapidly established itself as a pioneering force in the global vaping industry. From the outset, our ambition has been to evolve into a leading consumer-focused enterprise. We chose vaping as our foundation due to the sector’s dynamic growth potential and our commitment to delivering innovative, high-quality, and user-centric alternatives to traditional tobacco products.
Our growth has been propelled by an agile and passionate team who are empowered to shape the company’s direction. This culture of collaboration and accountability has enabled AIRSCREAM to build a formidable international presence. As of the end of 2023, our flagship range, “AirsPops,” was distributed in over 80 countries, with standout performances in the African and Oceanic markets, where the brand consistently ranks among the top three.
Recognition of our design and product innovation is evidenced by accolades such as two Red Dot Design Awards and one French Design Award, underscoring our dedication to excellence and aesthetics.

Business Review For 2024
 
By Sam Ong, Group CEO
2024 has proven to be one of the most challenging years in AIRSCREAM’s history. A confluence of regulatory, operational, and macroeconomic factors has hindered our ability to achieve our targeted growth trajectory.
Key setbacks included delays in the activation of strategic initiatives. Our Czech-based liquid production facility, a critical pillar of our vertical integration strategy, was originally scheduled to commence operations in 2024. Due to construction and regulatory delays, production is now expected to begin in late Q3 2025. Similarly, the official launch of our F&B venture in Malaysia, initially planned for mid-year, only materialised in December 2024. As a result, its anticipated contribution to Group revenue was negligible in FY2024. In China, a parallel F&B startup was discontinued after an extensive feasibility review determined that the product-market fit was insufficient.
One of the most significant disruptions arose in New Zealand, where new vape regulations aimed at prohibiting single-use disposables came into force in October 2023. Unfortunately, the vagueness of the legislation and inconsistent enforcement created widespread uncertainty. Despite being the market leader in disposables prior to the regulatory shift, AIRSCREAM faced significant delays in validating compliant alternatives, leading to an estimated USD 6.9 million decline in sales revenue in the region.
In South Africa, FY2024 shipments were USD 1.8 million lower than the previous year. However, this decline was not demand-driven. On the contrary, sales-out volume of our top-performing AirsPops 3ml ONEUSE product grew by 8.4% year-on-year, from 7.7 million to 8.4 million units. The decline in shipments was due to inventory adjustments at the distributor level, reflecting improved supply chain efficiency.
Despite these headwinds, AIRSCREAM remains steadfast in our long-term vision. We continue to invest in product innovation, manufacturing excellence, and regulatory readiness to position ourselves for sustainable growth.

Page 1

 
AIRSCREAM UK LIMITED
 

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

Principal Risks and Uncertainties
 
By Sarah Sabri, Group PR & Compliance Manager
1. Introduction
AIRSCREAM UK Limited operates across diverse global markets, each governed by distinct regulatory, economic, and political landscapes. This strategic diversity provides growth opportunities but also introduces a complex risk environment that must be actively managed.
2. Regulatory Environment
2.1 Compliance and Legislative Risks
Adherence to evolving local, national, and supranational regulations covering safety, advertising, environmental impact, and consumer rights is paramount. Non-compliance could result in fines, product seizures, or reputational harm.
2.2 Country-Specific Regulatory Challenges
 Examples of key jurisdictions include

European Union: High standards under the Tobacco Products Directive (TPD), with ongoing revisions requiring vigilance.
United States: Stringent FDA regulations under the PMTA framework significantly impact our ability to launch or maintain products.
Canada: Subject to Health Canada’s robust Tobacco and Vaping Products Act (TVPA).
Asia: Disparate regulatory regimes, such as pharmaceutical classification in Japan or advertising bans in Indonesia and Malaysia.
Middle East & North Africa: Challenges include restrictive import regimes and inconsistent enforcement. Notably, AIRSCREAM is currently the only officially approved vape brand in Egypt.
Australia: All vapes require import licences; pharmacy-only sales since July 2024; OTC nicotine vapes allowed; strict flavour, packaging, and safety rules; new TGA standards effective July 2025.
New Zealand: Single-use vapes banned from June 2025; strict advertising, display, and promotional restrictions; mandatory child-safety features on refillable; loyalty programmes and giveaways prohibited.:

To mitigate risk, our e-liquid portfolio is developed with flexibility in nicotine content to facilitate local regulatory compliance.
3. Market Risks
3.1 Economic Volatility
Economic downturns may suppress consumer discretionary spending, directly impacting on our sales.
3.2 Currency Exposure
With operations across multiple currencies, exchange rate fluctuations pose a risk. We mitigate this through forward contracts and prudent treasury management.
3.3 Geopolitical Disruption
Markets in Eastern Europe, the Middle East, and North Africa are particularly susceptible to volatility that can affect trade and logistics.
4. Competitive and Illicit Trade Risks
4.1 Market Competition
We face competition from both global incumbents and emerging regional players. Sustaining market share requires continuous innovation and brand investment.

 
Page 2

 
AIRSCREAM UK LIMITED
 

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


4.2 Market Saturation
In mature markets such as the UK, USA, and EU, incremental growth is challenging. Transitioning smokers to e-cigarettes and combatting misinformation are key strategic focuses.
4.3 Illicit Trade
The proliferation of unregulated, often illegal, vape products continues to undermine legitimate players. Market examples include:
USA: Surge in illegal flavoured disposables from China, despite FDA-led task force action.
UK: Trading Standards regularly seizes non-compliant products from retailers.
Australia: Despite prescription-only nicotine rules, black market trade flourishes.
Europe: Inconsistent TPD enforcement results in cross-border discrepancies..

5. Technological and Cybersecurity Risks
5.1 Innovation Pressure
The pace of technological advancement in vaping demands continual R&D investment to meet evolving consumer expectations.
5.2 Cybersecurity
Our reliance on digital platforms and data poses risks of breaches or operational disruption. We have implemented robust controls and invest in cybersecurity infrastructure.
6. Environmental and Health-Related Risks
6.1 Environmental Impact
Increasing scrutiny on sustainability and waste mandates compliance with evolving regulations such as the EU’s WEEE Directive. We continue to explore recyclable and biodegradable materials.
6.2 Health Concerns
Vaping remains under public health debate. Negative media coverage or scientific findings may influence public perception and policy. We monitor global health guidance and proactively address misinformation.

Financial Performance Indicators
 
By Daphne Ooi, Finance Manager, Group Reporting
In the fiscal year ending 2024, the Company maintained stable sales of £22.3 million as compared to prior year of £22.1 million. This reflects consistent performance despite a dynamic and tightly regulated market environment. 
The cash and bank balance of the company decreased by 8%, from £7.1 million to £6.6 million, primarily driven by strategic capital deployment aimed at supporting long-term growth. Key contributors include investment in subsidiaries to support our Czech-based liquid production facility as well as investment in early-stage venture which aligned with our innovation and diversification strategy.  
Operating profit decreased by 27%, from £5.2 million to £3.8 million. This decline was primarily driven by a reduced gross profit margin from 40% to 36% and an increase in operating expenses, a consequence of lower selling prices, coupled with increased marketing efforts.

Page 3

 
AIRSCREAM UK LIMITED
 

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

Other key performance indicators
 
Significantly, in 2024, the company made a strategic investment in a liquid production facility to improve operational agility. In parallel, the company invested in an F&B start-up which reflects our commitment to innovation, diversification and long-term value creation.

In addition to financial performance indicators, the Group monitors a set of non-financial KPIs that reflect our commitment to regulatory compliance, customer satisfaction, and employee engagement, all of which support long-term value creation.

Regulatory Compliance Monitoring

The Group places strong emphasis on compliance with local and international regulations. We closely monitor key compliance indicators to ensure our vape products meet safety, quality, and labelling requirements across all markets. By maintaining documentation, securing timely regulatory approvals, and adhering to ingredients, emissions, and device safety standards, we work proactively to meet evolving legal obligations. This approach supports continued market access, builds consumer trust, and reinforces our commitment to responsible business practices.

Customer and Brand Reputation

Strengthening brand recognition and increasing market share remain key priorities for the Group. We track Brand Awareness through social media reach, engagement metrics, and digital campaign performance, alongside monitoring market share trends within our key regions. We actively measure Customer Satisfaction and feedback ratings, ensuring we deliver a positive customer experience. Insights from these metrics enable us to refine our product offerings, marketing strategies, and customer service initiatives, further enhancing brand loyalty and competitive positioning.

Employee Development and Engagement

Our employees are integral to the Group’s continued success, and we are committed to fostering a positive and inclusive workplace culture. Employee engagement is monitored through regular feedback and staff surveys, while our turnover rate is closely tracked to ensure we retain skilled and experienced talent. We also invest in training and development, providing structured programmes focused on regulatory compliance, product knowledge, and professional growth. Each employee receives a minimum of 8 hours of training annually. These initiatives aim to enhance employee satisfaction, reduce turnover, and ensure our workforce remains equipped to meet evolving business needs.


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



W C Ong
Director

Date: 27 August 2025

Page 4

 
AIRSCREAM 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.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

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

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

Results and dividends

The profit for the year, after taxation, amounted to £3,304,497 (2023 - £4,133,581).

A dividend of £765,942 (2023 - £1,299,566) was declared and issued during the current year.

Directors

The directors who served during the year were:

S G Moore 
W C Ong 
K S Yeoh 

Page 5

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

Future developments

By Sam Ong, Group CEO

AIRSCREAM continues to evolve, we are executing a forward-looking strategy focused on product innovation, operational efficiency, and geographic expansion. The following initiatives represent key components of our future growth trajectory:

1. Introduction of INKLORDS
To address existing gaps in our product portfolio and diversify our market offerings, AIRSCREAM will be launching a secondary vape brand, “INKLORDS.” This new brand is designed to complement our existing line-up and target distinct consumer segments with differentiated features and aesthetics. By the end of 2026, INKLORDS is projected to contribute approximately 20% of total vape sales. This initiative is expected to significantly enhance our market presence and competitiveness, especially in high-growth markets.
2. Launch of M13 Nicotine Pouches
In response to the rising global demand for smoke-free alternatives, AIRSCREAM will be introducing a new Nicotine Replacement Therapy (NRT) product under the brand “M13.” These nicotine pouches represent a strategic entry into an adjacent category with robust growth potential. Designed for consumers seeking a discreet and tobacco free experience, M13 will be priced competitively to support widespread adoption. Notably, M13 enables us to overcome regulatory barriers in key markets such as the United States (due to PMTA restrictions) and provides an alternative offering in mature markets like the UK. By the end of 2027, M13 is forecast to contribute at least 30% of total Group revenue.
3. Opening of Czech Warehouse and Liquid Production Facility.
The commissioning of our new Czech warehouse and e-liquid production facility, scheduled to commence operations in late Q3 2025, represents a transformative milestone for the Group. The facility will significantly improve our speed-to-market within the European Union, while creating new revenue streams through OEM manufacturing opportunities for third-party brands. In addition, nicotine pouch production capabilities will be added at the same facility. These enhancements are expected to generate incremental revenues of approximately USD 1 million in FY2025, USD 4 million in FY2026, and USD 8 million in FY2027, contributing positively to our bottom line.
4. Expansion in the Middle East and Africa (MEA)
In 2025, we will intensify our focus on growth within the Middle East and Africa (MEA) region. To support this expansion, the commercial team in the region will be increased from one to three members. A dedicated trading entity will be established to facilitate new customer relationships and streamline distribution. Furthermore, AIRSCREAM will actively participate in the world’s largest vape and alternative products tradeshow in Dubai in June 2025. This presence will help position the Group favourably within a region that is showing strong appetite for regulated vaping alternatives.
5. Closure of Non-Core Legal Entities
As part of our commitment to operational efficiency and cost rationalisation, AIRSCREAM will be winding down underperforming or non-essential legal entities in Cyprus and Indonesia by end-2025 and Australia by end-2026. This rationalisation will improve group-level financial and administrative efficiency, allowing us to focus on markets that offer greater return on investment and strategic alignment.

 
Page 6

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


6. Investment in New Start-ups
AIRSCREAM remains committed to cultivating new business verticals through targeted investment in early-stage ventures. The expansion of OFFNIC Coffee, our Malaysia-based F&B start-up, will continue into 2025. Additionally, Imaginary Fam, a personal care start-up based in China, is set to launch in Q4 2025. Together, these ventures are projected to contribute approximately USD 250,000 in revenue to the Group. To reflect its evolving role as our venture arm, OFFNIC Limited will be renamed OFFNIC Three Thirteen Venture Angels Limited in Q2 2025. Through this vehicle, we intend to provide early-stage capital to promising founders in Australia, New Zealand, the United Kingdom, Malaysia, and Singapore, with a particular focus on consumer goods, services, and deep technology sectors.
These future initiatives underscore AIRSCREAM’s commitment to innovation, strategic diversification, and long-term value creation. With disciplined execution, we are confident that these developments will position the Group for accelerated growth and strengthened resilience in the years to come.

Disclosure of information to auditors

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

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

Auditors

The auditorsHarris & Trotter LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





W C Ong
Director

Date: 27 August 2025

Page 7

 
AIRSCREAM UK LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRSCREAM UK LIMITED
 

Opinion


We have audited the financial statements of AIRSCREAM UK LIMITED (the 'Company') for the year ended 31 December 2024, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


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


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


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


Page 8

 
AIRSCREAM UK LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRSCREAM UK LIMITED (CONTINUED)


Other information


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


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


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


Matters on which we are required to report by exception
 

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


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


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


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 5, 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 9

 
AIRSCREAM UK LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRSCREAM UK LIMITED (CONTINUED)


Auditors' responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The objectives of our audit are to identify and assess the risks of material misstatement of the financial statements due to fraud or error; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud or error; and to respond appropriately to those risks. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). 
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, our procedures included the following:
• We obtained an understanding of the legal and regulatory frameworks applicable to the Company and the industry in which it operates. We determined that the following laws and regulations were most significant: FRS 101 and the Companies Act 2006.
• We obtained an understanding of how the Company is complying with those legal and regulatory frameworks by making enquiries of management.
• We challenged assumptions and judgments made by management in its significant accounting estimates; 
We did not identify any key audit matters relating to irregularities, including fraud.


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


Page 10

 
AIRSCREAM UK LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRSCREAM UK LIMITED (CONTINUED)


Use of our report
 

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





Stephen Haffner (Senior Statutory Auditor)
  
for and on behalf of
Harris & Trotter LLP
 
Chartered Accountants and Statutory Auditors
  
101 New Cavendish Street
1st Floor South
London
W1W 6XH

27 August 2025
Page 11

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

2024
2023
Note
£
£

  

Turnover
 4 
22,255,107
22,125,957

Cost of sales
  
(14,172,221)
(13,209,941)

Gross profit
  
8,082,886
8,916,016

Administrative expenses
  
(4,282,308)
(3,830,596)

Other operating income
 5 
-
142,997

Operating profit
 6 
3,800,578
5,228,417

Income from shares in group undertakings
 9 
862,213
-

Impairment of investments in subsidiaries
 15 
(584,716)
-

Interest receivable and similar income
 10 
247,506
174,441

Interest payable and similar expenses
 11 
(8,868)
(11,189)

Profit before tax
  
4,316,713
5,391,669

Tax on profit
 12 
(1,012,216)
(1,258,088)

Profit for the financial year
  
3,304,497
4,133,581

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.

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

The notes on pages 16 to 35 form part of these financial statements.

Page 12

 
AIRSCREAM UK LIMITED
REGISTERED NUMBER: 11368960

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

  

Fixed assets
  

Tangible assets
 14 
272,455
378,075

Investments
 15 
886,483
1,051,878

  
1,158,938
1,429,953

Other non current assets
  

Debtors due after more than 1 year
 17 
1,303,318
537,148

  
1,303,318
537,148

Current assets
  

Stocks
 16 
243,449
260,803

Debtors due within 1 year
 17 
4,048,768
2,695,646

Cash at bank and in hand
 18 
6,592,561
7,130,955

  
10,884,778
10,087,404

  

Creditors: amounts falling due within one year
 19 
(2,906,645)
(4,086,952)

Net current assets
  
 
 
7,978,133
 
 
6,000,452

Total assets less current liabilities
  
10,440,389
7,967,553

  

Creditors: amounts falling due after more than one year
 20 
(109,370)
(165,095)

  
10,331,019
7,802,458

Provisions for liabilities
  

Deferred tax
 22 
(26,840)
(36,834)

  
 
 
(26,840)
 
 
(36,834)

  

Net assets
  
10,304,179
7,765,624


Capital and reserves
  

Called up share capital 
 23 
100,000
100,000

Profit and loss account
 24 
10,204,179
7,665,624

  
10,304,179
7,765,624


Page 13

 
AIRSCREAM UK LIMITED
REGISTERED NUMBER: 11368960
    
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2024

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




W C Ong
K S Yeoh
Director
Director


Date: 27 August 2025
Date:27 August 2025

The notes on pages 16 to 35 form part of these financial statements.

Page 14

 
AIRSCREAM UK LIMITED
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2023
100,000
4,831,609
4,931,609



Profit for the year
-
4,133,581
4,133,581

Dividends: Equity capital
-
(1,299,566)
(1,299,566)



At 1 January 2024
100,000
7,665,624
7,765,624



Profit for the year
-
3,304,497
3,304,497

Dividends: Equity capital
-
(765,942)
(765,942)


At 31 December 2024
100,000
10,204,179
10,304,179


The notes on pages 16 to 35 form part of these financial statements.

Page 15

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

1.


General information

AIRSCREAM UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Ashville Park, Short Way, Thornbury, Bristol, BS35 3UU. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

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

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 101 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions under FRS 101:
the requirements of IFRS 7 Financial Instruments: Disclosures
the requirements of IAS 7 Statement of Cash Flows
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

This information is included in the consolidated financial statements of AIRSCREAM 313 Holdings Limited as at 31 December 2024 and these financial statements may be obtained from Companies House.

 
2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

 
2.4

Going concern

The company meets its day-to-day working capital requirements through its cash reserves. The current economic conditions continue to create uncertainty and the company’s forecasts and projections, taking account of reasonably possible changes in trading performance, show that the company should be able to operate within the level of its current cash reserves. After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

 
2.5

Impact of new international reporting standards, amendments and interpretations

There are no amendments to accounting standards, or IFRIC interpretations that are effective for the year ended 31 December 2024 that have a material impact on the company’s financial statements.

Page 16

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

2.Accounting policies (continued)

 
2.6

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

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

Page 17

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

2.Accounting policies (continued)

 
2.7

Revenue recognition

Revenue 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:

The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Company does not adjust any of the transaction prices for the time value of money.

Sale of goods

Revenue from the sale of goods is recognised on the satisfaction of performance obligations, such as the transfer of a promised good, identified in the contract between the Company and the customer.

A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.

Rendering of services

Revenue from providing services is recognised in the accounting period in which the services are rendered.

For fixed-price contracts, revenue is recognised based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided because the customer receives and uses the benefits simultaneously.

 
2.8

Leases

The Company as a lessee

The Company assesses whether a contract is or contains a lease, at inception of a contract. The Company recognises a right-of-use asset and a corresponding lease liability with respect to all lease agreements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Company uses its incremental borrowing rate. [Provide an explanation how the incremental borrowing rate is determined].

Lease payments included in the measurement of the lease liability comprise:

fixed lease payments (including in-substance fixed payments), less any lease incentives;


The lease liability is included in 'Creditors' on the Statement of Financial Position.

Page 18

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

2.Accounting policies (continued)


2.8
Leases (continued)

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.

The Company remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:

the lease term has changed or there is a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised discount rate.

The Company did not make any such adjustments during the periods presented.

The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Company expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.

The right-of-use assets are included in the 'Intangible Assets', 'Tangible Fixed Assets' and 'Investment Property' lines, as applicable, in the Statement of Financial Position.

The Company applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in note 2.14.

As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Company has used this practical expedient.

 
2.9

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.10

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 19

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

2.Accounting policies (continued)

 
2.11

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.

 
2.12

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 Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

 
2.13

Current and deferred taxation

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

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

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

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


Page 20

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

2.Accounting policies (continued)

 
2.14

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.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the company and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

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

Depreciation is provided on the following basis:

Plant and machinery
-
33%
Motor vehicles
-
20%
Fixtures and fittings
-
33%
Plant and machinery - moulds and prototypes
-
50%
Computer equipment
-
33%
Right of use assets
-
20%

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.

 
2.15

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.16

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

Page 21

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

2.Accounting policies (continued)

 
2.17

Debtors

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

 
2.18

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.

 
2.19

Creditors

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

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

 
2.20

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 22

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

2.Accounting policies (continued)

 
2.21

Financial instruments

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

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

Financial assets

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

Fair value through profit or loss

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

Impairment of financial assets

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

Financial liabilities

At amortised cost

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

Page 23

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

2.Accounting policies (continued)

 
2.22

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

When preparing the Company’s financial statements, management makes a number of judgements, estimates and assumptions about the recognition and measurement of assets, liabilities, revenue and expenses.
The following are the judgements made by management in applying the accounting policies of the Company that have the most significant effect on these financial statements:
Recognition of deferred tax assets
The extent to which deferred tax assets can be recognised is based on an assessment of the probability that future taxable income will be available against which the deductible temporary differences and tax loss carry-forwards can be utilised. In addition, significant judgement is required in assessing the impact of any legal or economic limits or uncertainties in various tax jurisdictions. 
Useful lives and residual values of depreciable assets
Management reviews its estimate of the useful lives and residual values of depreciable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technological obsolescence that may change the utility of certain software and IT equipment and environmental regulations that can make polluting assets to be depreciated more quickly.
Inventories
Management estimates the net realisable values of inventories, taking into account the most reliable evidence available at each reporting date. The future realisation of these inventories may be effected by future technology or other market-driven changes that may reduce future selling prices.
Leases – determination of the appropriate discount rate to measure lease liabilities
The Company enters into leases with third-party landlords and as a consequence the rate implicit in the lease is not readily determinable. The Company uses its incremental borrowing rate as the discount rate for determining its lease liabilities at the lease commencement date. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow over similar terms which requires estimations when no observable rates are available. 

Page 24

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

4.


Turnover

2024
2023
£
£

Sale of vapes
22,255,107
22,125,957

22,255,107
22,125,957


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
74,143
160,267

Rest of Europe
181,315
10,835

Rest of the world
21,999,649
21,954,855

22,255,107
22,125,957


Timing of revenue recognition:

2024
2023
£
£


Goods and services transferred at a point in time
22,255,107
22,125,957

22,255,107
22,125,957

The amount of revenue recognised in 2024 from performance obligations satisfied (or partially satisfied) in previous periods is £NIL


5.


Other operating income

2024
2023
£
£

Intercompany management charges
-
142,997

-
142,997


Page 25

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

6.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£



Staff Salaries
80,432
175,021

Staff national insurance
6,654
12,130

Defined contribution pension cost
1,567
2,785

Management fees
2,499,620
1,519,209

Advertising and promotion
894,799
725,254

Depreciation of tangible fixed assets
73,794
80,972

Depreciation of right of use assets
55,997
55,997

Research & development expenses
-
3,226

Exchanges differences
(16,098)
254,783


7.


Auditors' remuneration

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


2024
2023
£
£

Auditors' remuneration
90,275
78,075

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.

Page 26

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

8.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£
£

Wages and salaries
87,758
175,021

Social security costs
6,654
12,130

Cost of defined contribution scheme
1,567
2,785

95,979
189,936


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


        2024
        2023
            No.
            No.







Directors
3
3



Employees
2
4

5
7


9.


Income from investments

2024
2023
£
£

Income from investments in group companies
862,213
-

862,213
-







10.


Interest receivable

2024
2023
£
£


Interest receivable from group companies
22,203
5,043

Other interest receivable
225,303
169,398

247,506
174,441

Page 27

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

11.


Interest payable and similar expenses

2024
2023
£
£


Interest on lease liabilities
8,868
11,189

8,868
11,189


12.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
1,022,209
1,257,509


1,022,209
1,257,509


Total current tax
1,022,209
1,257,509

Deferred tax


Origination and reversal of timing differences
(9,993)
579

Total deferred tax
(9,993)
579


Tax on profit
1,012,216
1,258,088
Page 28

 
AIRSCREAM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
12.Taxation (continued)


Factors affecting tax charge for the year

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

2024
2023
£
£


Profit on ordinary activities before tax
4,316,713
5,391,669


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 25%)
1,079,179
1,347,917

Effects of:


Capital allowances for year in excess of depreciation
12,405
(11,310)

Short-term timing difference leading to an increase (decrease) in taxation
(9,993)
579

Expenses not deductible for tax purpose
146,179
-

Income not subject to tax
(215,554)
-

Apportioned increase in corporation tax rate
-
(79,098)

Total tax charge for the year
1,012,216
1,258,088


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


13.


Dividends

2024
2023
£
£


Dividends paid
765,942
1,299,566

765,942
1,299,566

Page 29
 


 
AIRSCREAM UK LIMITED


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


14.


Tangible fixed assets






Plant and machinery
Motor vehicles
Fixtures and fittings
Computer equipment
Right of Use Assets
Total

£
£
£
£
£
£



Cost or valuation


At 1 January 2024
143,539
70,240
47,482
4,013
397,319
662,593


Additions
24,172
-
-
-
-
24,172



At 31 December 2024

167,711
70,240
47,482
4,013
397,319
686,765



Depreciation


At 1 January 2024
76,271
15,249
13,355
3,504
176,138
284,517


Charge for the year on owned assets
47,594
14,830
11,009
361
-
73,794


Charge for the year on right-of-use assets
-
-
-
-
55,999
55,999



At 31 December 2024

123,865
30,079
24,364
3,865
232,137
414,310



Net book value



At 31 December 2024
43,846
40,161
23,118
148
165,182
272,455



At 31 December 2023
67,268
54,991
34,127
509
221,180
378,075

Page 30
 
AIRSCREAM UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

15.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2024
1,051,879


Additions
419,320



At 31 December 2024

1,471,199



Impairment


Charge for the period
584,716



At 31 December 2024

584,716



Net book value



At 31 December 2024
886,483



At 31 December 2023
1,051,879


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Class of shares

Holding

AIRSCREAM Australia Pty Ltd
Ordinary
100%
313-NC Limited*
Ordinary
50%
PT AIRSCREAM Three One Three Indonesia
Ordinary
94%
AIRSCREAM 313 CZ s.r.o
Ordinary
100%
AIRSCREAM NZ Limited**
Ordinary
65%
Shenzhen Airscream Tech Co. Ltd
Ordinary
100%

* The Company holds 50% share in 313-NC Limited and exercises control over 313-NC Limited by way of majority in the management committee.
** For AIRSCREAM NZ Limited, the effective shareholding have been disclosed as 313-NC Limited (a 50% subsidiary of AIRSCREAM UK Limited) holds 70% in AIRSCREAM NZ Limited. 

Page 31

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

16.


Stocks

2024
2023
£
£

Raw materials and consumables
39,041
120,782

Finished goods and goods for resale
204,408
140,021

243,449
260,803




17.


Debtors

2024
2023
£
£

Due after more than one year

Amounts owed by group undertakings
1,303,318
537,147

1,303,318
537,147

Due within one year

Trade debtors
3,307,339
2,176,830

Amounts owed by group undertakings
374,564
-

Other debtors
257,327
494,182

Prepayments and accrued income
109,540
24,634

5,352,088
3,232,793



18.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
6,592,561
7,130,955

6,592,561
7,130,955


Page 32

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

19.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
1,662,681
2,637,875

Amounts owed to group undertakings
463,576
160,521

Corporation tax
370,411
629,509

Lease liabilities
55,725
53,132

Other creditors
877
179,305

Accruals and deferred income
353,375
426,610

2,906,645
4,086,952



20.


Creditors: Amounts falling due after more than one year

2024
2023
£
£

Lease liabilities
109,370
165,095

109,370
165,095



21.

Leases

Company as a lessee



Lease liabilities are due as follows:

2024
2023
£
£

Not later than one year
55,725
53,132

Between one year and five years
109,370
165,095

165,095
218,227


The following amounts in respect of leases, where the Company is a lessee, have been recognised in profit or loss:

2024
2023
£
£

Interest expense on lease liabilities
8,868
11,189

Page 33

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

22.


Deferred taxation




2024


£






At beginning of year
(36,834)


Charged to profit or loss
9,994



At end of year
(26,840)

The provision for deferred taxation is made up as follows:

2024
2023
£
£


Lease liabilities
(26,840)
(36,834)

(26,840)
(36,834)


23.


Share capital

2024
2023
£
£
Authorised



10,000,000 (2023 - 10,000,000) Ordinary shares of £0.01 each
100,000
100,000

Allotted, called up and partly paid



10,000,000 (2023 - 10,000,000) Ordinary shares of £0.01 each
100,000
100,000

There is a single class of ordinary shares. There are no restrictions on dividends and the repayment of capital. No shares were issued during the current year. 



24.


Reserves

Profit and loss account

The profit and loss account includes all current and prior period retained profits and losses. 


25.


Pension commitments

The Company operates a defined contribution scheme. The pension cost charge for the period represents contributions payable by the Company to the scheme and amounted to £1,567 (2023: £2,785).

Page 34

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

26.


Controlling party

The immediate parent company and ultimate controlling party is AIRSCREAM 313 Holdings Limited. Copies of AIRSCREAM 313 Holdings Limited consolidated financial statements can be obtained from the Companies House.

 
Page 35