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Registered number: 04003589
Scapa (No.2) Limited
Financial statements
Information for filing with the registrar
For the year ended 31 December 2024
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Scapa (No.2) Limited
Registered number: 04003589
Balance Sheet
As at 31 December 2024
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Debtors: amounts falling due after more than one year
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Creditors: amounts falling due after more than one year
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The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 3 to 7 form part of these financial statements.
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Scapa (No.2) Limited
Statement of Changes in Equity
For the year ended 31 December 2024
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Comprehensive income for the year
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Total comprehensive income for the year
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Total transactions with owners
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Comprehensive income for the year
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Total comprehensive income for the year
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Contributions by and distributions to owners
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Shares issued during the year
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Total transactions with owners
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The notes on pages 3 to 7 form part of these financial statements.
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Scapa (No.2) Limited
Notes to the Financial Statements
For the year ended 31 December 2024
Scapa (No2) Limited ('the Company') is a private company limited by shares and incorporated in England and Wales, registered number 04003589. The address of the registered office and principal place of business is Manchester Road, Ashton Under Lyne, Manchester, OL7 0ED.
The nature of the Company's operations is to act as a financing company within the Mativ Holdings Inc. group.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The following principal accounting policies have been applied:
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Financial Reporting Standard 102 - reduced disclosure exemptions
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The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Mativ Holdings Inc. as at 31 December 2024 and these financial statements may be obtained from its registered office, Company Secretary, Mativ Holdings Inc., 100 Kimball Place, Suite 600 Alpharetta, Georgia, 30009, USA.
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Scapa (No.2) Limited
Notes to the Financial Statements
For the year ended 31 December 2024
2.Accounting policies (continued)
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Foreign currency translation
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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 profit and loss account within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'Administrative expenses'.
Interest income is recognised in profit or loss using the effective interest method.
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.
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 balance sheet date in the countries where the Company operates and generates income.
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.
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Scapa (No.2) Limited
Notes to the Financial Statements
For the year ended 31 December 2024
2.Accounting policies (continued)
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Cash and cash equivalents
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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.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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, loans to related parties and investments in ordinary shares.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or income as appropriate. The company does not currently apply hedge accounting for interest rate and foreign exchange derivatives.
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The Company has no employees other than the directors, who did not receive any remuneration (2023 -£NIL).
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Scapa (No.2) Limited
Notes to the Financial Statements
For the year ended 31 December 2024
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Due after more than one year
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Amounts owed by group undertakings
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The balance comprises several intercompany loans which are unsecured and repayable by December 2028. The loans carry interest rates ranging from 5.875% to SONIA plus 1.5%.
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Amounts owed by group undertakings
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Included within amounts owed by group undertakings is a loan of £65,800,000 which is unsecured, repayable on demand, and bears interest at a rate of SONIA plus 1.0%. The remaining balance of £1,070,487 relates to accrued interest income on this loan.
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Included within amounts owed to group undertakings is £1,032,795 of accrued interest on loan notes, which are disclosed in the note below. The remaining balance of £280,547 relates to other amounts owed to group undertakings, which are unsecured and bear interest at a rate of SONIA plus 1.5%.
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Scapa (No.2) Limited
Notes to the Financial Statements
For the year ended 31 December 2024
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Creditors: Amounts falling due after more than one year
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Amounts owed to group undertakings
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The amount above comprises listed loan notes of £77,600,000 (2023: £77,600,000), which are fully subscribed by Scottish Limited Partnership which is a group undertaking. The loan is unsecured, due to mature in 2038 and carries interest at a rate of 4.832%. The loan notes are listed on the The International Stock Exchange in GBP.
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Allotted, called up and fully paid
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57,969,440 (2023 -50,069,440) Ordinary shares of £1.00 each
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On 18 December 2024, the company allotted 7,900,000 ordinary shares of £1 each for cash consideration of £7,900,000. The shares were fully paid on allotment.
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Related party transactions
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Advantage has been taken of the exemption permitted by FRS 102 section 33 not to disclose transactions with other wholly-owned entities that are part of the group. There are no other related party transactions.
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The Company's immediate parent company is Porritts & Spencer Limited, a company incorporated in England and Wales, with company number 00134606.
The ultimate parent undertaking and controlling party is Mativ Holdings Inc., which is the parent undertaking of the smallest and largest group to consolidate these financial statements.
Copies of the consolidated financial statements of Mativ Holdings Inc. may be obtained from its registered office, from the Company Secretary, Mativ Holdings Inc., 100 Kimball Place, Suite 600 Alpharetta, Georgia, 30009, USA.
The auditors' report on the financial statements for the year ended 31 December 2024 was unqualified.
The audit report was signed on 22 September 2025 by Helen Besant-Roberts (Senior Statutory Auditor) on behalf of Hurst Accountants Limited.
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