Registration number:
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TSC Entertainment Holdings Limited
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Brebners
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TSC Entertainment Holdings Limited
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Consolidated Statement of Income and Retained Earnings |
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Consolidated Statement of Financial Position |
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Statement of Financial Position |
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Consolidated Statement of Cash Flows |
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Notes to the Financial Statements |
TSC Entertainment Holdings Limited
Company Information
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Directors |
H M Jackson D R Keogh K Y Kwei-Armah N L Neill J M Norman C Rice S L Vaughan E A West |
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Registered office |
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Auditor |
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TSC Entertainment Holdings Limited
Strategic Report for the Year Ended 31 December 2024
The directors present their strategic report for the year ended 31 December 2024.
Principal activity
The principal activity of the Company is that of media production.
Fair review of the business
Over the course of the period, the Group has made a further investment in another UK independent production company with a view to developing and co-producing scripted content for markets in the US and Europe as well as focusing on diverse comedy and drama.
The operating loss for Group for the financial period amounted to £2,027,053 (2023 - £9,033,551). The Group had net assets of £352,480 at 31 December 2024 (£771,205 at 31 December 2023).
Financial KPIs
The Group's key financial and other performance indicators during the year were as follows:
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Unit |
31 December 2024 |
31 December 2023 |
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Revenue |
£ |
12,960,931 |
39,563,606 |
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Gross margin adjusted for tax credits |
£ |
1,685,725 |
2,612,488 |
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EBITDA* adjusted for tax credits |
£ |
62,877 |
875,359 |
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Total shareholders' funds/(deficit) |
£ |
352,480 |
771,205 |
*Defined as retained profit before interest, tax, depreciation and amortisation
Turnover has decreased from £39,563,606 in the prior period to £12,960,931 in the current year, principally driven by completion of a two season order of a high end TV drama for a global streamer, which contributed the majority of the gross margin adjusted for tax credits of £1,685,725 (2023 - £2,612,488).
EBITDA adjusted for tax credits is the Group’s prime key performance indicator. The EBITDA adjusted for tax credits for the period was £62,877 (2023 - £875,359). The EBITDA in the current period is in line with management expectations now that the second season of the above-mentioned TV drama is substantially complete.
The tax credit adjusted gross margin from the Group’s first major in-house production of £1,685,725 (2023 - £2,612,488) partially offsets the increase in establishment costs from the prior period.
Staff costs represent 46% of the Group’s administrative costs, and the Group has maintained its corporate headcount at 15 in the current year, in order to consolidate the skills of a highly accomplished central management team to support and grow in-house production as well as co-productions with its investment partners.
The Group considers its strong staff retention rate as a key performance indicator. The Group is committed to ensuring a positive and diverse work culture and the development of its employees.
TSC Entertainment Holdings Limited
Strategic Report for the Year Ended 31 December 2024
Principal risks and uncertainties
In common with all television production companies, the key risks are:
• The fast-changing global television content landscape, particularly in respect of technological changes and new entrants to the market which are challenging existing business models and affecting consumer behaviour and contributing to an intensely competitive environment.
• The ever rising cost of working with the best freelance talent in the industry, both in front of and behind camera, and the impact that has on the Group’s production budgets.
• The retention and motivation of key talent that develop and sell projects to the Group’s key customers.
• The risk that the Group’s newly developed projects are not commissioned by broadcasters.
• The considerable lead time required for the development and production of scripted television.
The Group has very experienced production and finance professionals tasked with managing its production budgets and a track record of delivering projects on time and budget.
Relationships with key commissioners and channel controllers within the Group’s customer businesses are actively maintained through the Group’s key talent.
The Group continually invests in the development of new projects as well as other complimentary independent production companies that expand its current portfolio to increase the likelihood that new productions are commissioned by broadcasters.
Financial risk management
The Group uses various financial instruments which include cash balances and other items, such as receivables and payables, which arise directly from its operations.
The main risks arising from the Group’s financial instruments are credit risk and liquidity risk. The Directors review and agree policies for managing each of these risks which are summarised below.
Credit risk
The Group’s principal financial assets are cash and trade and other receivables.
The credit risk associated with cash balances is limited as the Group uses banks with high credit ratings assigned by international credit rating agencies.
With respect to trade receivables, our customers are typically large broadcasters and there is little credit risk. The Group has not experienced any significant trade receivables write-offs to date.
Liquidity risk
The Group seeks to manage liquidity risk by ensuring sufficient financial resources are available within the Group to enable them to meet their working capital requirements as they fall due. Cashflow is monitored on an ongoing basis and the Group has been able to meet their working capital requirements throughout the course of the financial year.
Future developments
It is the Group’s ambition to grow its investment base over time in line with the growth of revenues from its core production business. Should the Group be in a position to raise additional equity funding then this would permit more rapid growth in investments in other Indie partners sooner.
The directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
TSC Entertainment Holdings Limited
Strategic Report for the Year Ended 31 December 2024
Approved by the
.........................................
Director
TSC Entertainment Holdings Limited
Directors' Report for the Year Ended 31 December 2024
The directors present their report and the for the year ended 31 December 2024.
Directors of the group
The directors who held office during the year were as follows:
Dividends
No interim dividends were paid in the year (2023 - £Nil). No final dividend can be proposed.
Disclosure of information in the Strategic Report
The Group has chosen in accordance with s.414C(11) Companies Act 2006 to set out in the Group's strategic report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 to be contained in the directors' report. It has done so in respect of future developments and financial risk management and exposure.
Directors' indemnities
As permitted by the Articles of Association, the Directors have the benefit of an indemnity which is a qualifying third party indemnity provision as defined by Section 234 of the Companies Act 2006. The indemnity was in force throughout the last financial year and is currently in force.
Disclosure of information to the auditor
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Approved by the
.........................................
Director
TSC Entertainment Holdings Limited
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities for preparing the Annual 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 group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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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 and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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.
TSC Entertainment Holdings Limited
Independent Auditor's Report to the Members of
TSC Entertainment Holdings Limited
Opinion
We have audited the financial statements of TSC Entertainment Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024, which comprise the Consolidated Statement of Income and Retained Earnings, Consolidated Statement of Financial Position, Statement of Financial Position, Consolidated Statement of Cash Flows, 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 group's and the company's affairs as at 31 December 2024 and of the group's loss 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 auditor responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 director's 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 group's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
TSC Entertainment Holdings Limited
Independent Auditor's Report to the Members of
TSC Entertainment Holdings Limited
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
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the Strategic Report and 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 our 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 and 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the parent company 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 6], 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.
Auditor Responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
TSC Entertainment Holdings Limited
Independent Auditor's Report to the Members of
TSC Entertainment Holdings Limited
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:
Based on our understanding of the Group and the industry in which it operates, we determined that the principal risks of non-compliance with laws and regulations related to the reporting framework (FRS 102 and the Companies Act 2006) and UK corporate taxation laws, health and safety legislation, and data protection legislation. These risks were communicated to our audit team and we remained alert to any indications of non-compliance throughout our audit.
We understood how the Group is complying with relevant legislation by making enquiries of management and conducting a review of board minutes. We also considered the results of our audit procedures and to what extent these corroborate this understanding and assessed the susceptibility of the company’s financial statements to material misstatement. This included consideration of how fraud might occur and evaluation of management’s incentives and opportunities for fraudulent manipulation of the financial statements.
We designed our audit procedures to identify any non-compliance with laws and regulations. Such procedures included, but were not limited to, inspection and understanding of legal costs; challenging assumptions and judgements made by management; identifying and testing journal entries with a focus on large or unusual transactions as determined based on our understanding of the business; and identifying and assessing the effectiveness of controls in place to prevent and detect fraud.
Owing to the inherent limitations of an audit, there remains a risk that a material misstatement may not have been detected, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance with laws and regulations and cannot be expected to detect all instances of non-compliance.
The primary responsibility for the detection and prevention of fraud rests with those responsible for governance and management. The further removed non-compliance with laws and regulations is from the events reflected in the financial statements, the less likely the auditor will become aware of it.
The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment, collusion, omission, misrepresentation or forgery.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
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For and on behalf of
130 Shaftesbury Avenue
W1D 5AR
TSC Entertainment Holdings Limited
Independent Auditor's Report to the Members of
TSC Entertainment Holdings Limited
TSC Entertainment Holdings Limited
Consolidated Statement of Income and Retained Earnings for the Year Ended 31 December 2024
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Note |
2024 |
2023 |
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Turnover |
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Cost of sales |
( |
( |
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Gross loss |
( |
( |
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Administrative expenses |
( |
( |
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Other operating income |
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- |
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Operating loss |
( |
( |
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Other interest receivable and similar income |
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Interest payable and similar charges |
( |
( |
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(177,598) |
(55,347) |
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Share of (loss)/profit of equity accounted investees |
( |
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Loss before tax |
( |
( |
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Taxation |
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(Loss)/profit for the financial year |
( |
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Profit/(loss) attributable to: |
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Owners of the company |
( |
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Retained earnings brought forward |
(2,384,155) |
(2,779,127) |
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Retained earnings carried forward |
(2,802,880) |
(2,384,155) |
TSC Entertainment Holdings Limited
Consolidated Statement of Financial Position as at 31 December 2024
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Note |
2024 |
2023 |
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Fixed assets |
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Intangible assets |
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Tangible assets |
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Investments |
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Current assets |
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Debtors |
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Cash at bank and in hand |
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Creditors: Amounts falling due within one year |
( |
( |
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Net current (liabilities)/assets |
( |
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Total assets less current liabilities |
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Creditors: Amounts falling due after more than one year |
( |
( |
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Net assets |
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Capital and reserves |
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Called up share capital |
2,856 |
2,856 |
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Share premium reserve |
2,999,227 |
2,999,227 |
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Other reserves |
153,277 |
153,277 |
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Retained earnings |
(2,802,880) |
(2,384,155) |
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Equity attributable to owners of the company |
352,480 |
771,205 |
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Shareholders' funds |
352,480 |
771,205 |
Approved and authorised by the
.........................................
Director
Company registration number: 13278172
TSC Entertainment Holdings Limited
Statement of Financial Position as at 31 December 2024
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Note |
2024 |
2023 |
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Fixed assets |
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Investments |
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Current assets |
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Debtors |
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Cash at bank and in hand |
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- |
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Creditors: Amounts falling due within one year |
( |
( |
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Net current assets |
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Total assets less current liabilities |
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Creditors: Amounts falling due after more than one year |
( |
( |
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Net assets |
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Capital and reserves |
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Called up share capital |
2,856 |
2,856 |
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Share premium reserve |
2,999,227 |
2,999,227 |
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Other reserves |
153,277 |
153,277 |
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Retained earnings |
(391,776) |
(169,114) |
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Shareholders' funds |
2,763,584 |
2,986,246 |
The company made a loss after tax for the financial year of £222,662 (31 March 2023: loss of £9,040).
Approved and authorised by the
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Company registration number: 13278172
TSC Entertainment Holdings Limited
Consolidated Statement of Cash Flows for the Year Ended 31 December 2024
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Note |
2024 |
2023 |
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Cash flows from operating activities |
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(Loss)/profit for the year |
( |
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Adjustments to cash flows from non-cash items |
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Depreciation and amortisation |
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Loss on disposal of tangible assets |
- |
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Finance income |
( |
( |
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Finance costs |
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Share of profit/loss of equity accounted investees |
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( |
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Income tax expense |
( |
( |
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( |
( |
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Working capital adjustments |
|||
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Increase in trade debtors |
( |
( |
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Decrease in trade creditors |
( |
( |
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Cash generated from operations |
( |
( |
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Income taxes received |
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Net cash flow from operating activities |
( |
( |
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Cash flows from investing activities |
|||
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Interest received |
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Acquisition of subsidiaries |
- |
( |
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Acquisitions of tangible assets |
( |
( |
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Cash equivalents acquired on acquisition |
( |
( |
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Net cash flows from investing activities |
( |
( |
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Cash flows from financing activities |
|||
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Interest paid |
( |
( |
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Advances of bank loans |
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- |
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Advances of other loans |
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Settlement of deferred purchase consideration |
( |
( |
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Net cash flows from financing activities |
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Net decrease in cash and cash equivalents |
( |
( |
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Cash and cash equivalents at 1 January |
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|
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Effect of exchange rate fluctuations on cash held |
( |
|
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Cash and cash equivalents at 31 December |
801,134 |
3,114,802 |
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TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
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General information |
The company is a private company limited by share capital, incorporated in England & Wales.
The address of its registered office is:
The principal activity of the Company is that of media production.
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Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.
Basis of preparation
These financial statements have been prepared using the historical cost convention except any items disclosed in the accounting policies as being shown at fair value and are presented in sterling, which is the functional currency of the entity.
Summary of disclosure exemptions
The parent company satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following reduced disclosures available under FRS 102:
(a) No cash flow statement for the company has been presented.
(b) Disclosures in respect of financial instruments have not been presented.
(c) Disclosures in respect of key management personnel compensation in total have not been presented.
The company has taken advantage of the exemption in section 408 of the Companies Act from presenting its individual profit and loss account.
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December each year.
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Income Statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.
Short period of account
Going concern
The Group made a loss for the year ended 31 December 2024 but had net assets at that date of £352,480, including cash at bank of £801,134 although this is primarily ringfenced for future production costs.
The directors have prepared cashflow forecasts for a period exceeding 12 months from the date of approval of the financial statements, which indicate that the Group will have sufficient working capital to continue to meet its liabilities as they fall due, and are satisfied the Group remains a going concern.
On the basis of the above, and after making enquiries, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for media production services rendered. Turnover is shown net of value added tax, returns, rebates and discounts.
The company recognises revenue as the relevant performance criteria in its sales contracts are met.
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
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 group operates and generates taxable income.
Tangible assets
Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
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Asset class |
Depreciation method and rate |
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Furniture, fittings and equipment |
20%-33% straight line |
Business combinations
Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.
Goodwill
Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
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Asset class |
Amortisation method and rate |
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Goodwill |
Straight line over 5 years |
Investments
Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the income statement over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Operating leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease. Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Operating lease income is recognised in profit or loss on a straight line basis over the lease term. The aggregate cost of lease incentives are recognised as a reduction to income over the lease term on a straight line basis. Costs, including depreciation, incurred in earning the lease income are recognised as an expense. Any initial direct costs incurred in negotiating and arranging the operating lease are added to the carrying amount of the lease and recognised as an expense over the lease term on the same basis as the lease income.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
|
Turnover |
The analysis of the group's turnover for the year from continuing operations is as follows:
|
2024 |
2023 |
|
|
Rendering of services - UK |
|
|
|
Other gains and losses |
The analysis of the group's other gains and losses for the year is as follows:
|
2024 |
2023 |
|
|
Loss on disposal of tangible assets |
- |
( |
|
Loss from changes in provisions |
- |
( |
|
- |
(305,687) |
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Operating loss |
Arrived at after charging/(crediting)
|
2024 |
2023 |
|
|
Depreciation expense |
|
|
|
Amortisation expense |
|
|
|
Foreign exchange losses/(gains) |
|
( |
|
Loss on disposal of property, plant and equipment |
- |
|
|
Other interest receivable and similar income |
|
2024 |
2023 |
|
|
Interest income on bank deposits |
|
- |
|
Other finance income |
|
|
|
|
|
|
Interest payable and similar expenses |
|
2024 |
2023 |
|
|
Interest on bank overdrafts and borrowings |
|
|
|
Interest expense on other finance liabilities |
|
|
|
|
|
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
|
2024 |
2023 |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Other short-term employee benefits |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
Other employee expense |
|
|
|
|
|
The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:
|
2024 |
2023 |
|
|
Management |
|
|
|
Administration |
|
|
|
Production |
|
|
|
Development |
|
|
|
|
|
|
Directors' remuneration |
The directors' remuneration for the year was as follows:
|
2024 |
2023 |
|
|
Remuneration |
|
|
During the year the number of directors who were receiving benefits and share incentives was as follows:
|
2024 |
2023 |
|
|
Accruing benefits under money purchase pension scheme |
|
|
In respect of the highest paid director:
|
2024 |
2023 |
|
|
Remuneration |
|
|
|
Company contributions to money purchase pension schemes |
|
|
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Auditor's remuneration |
|
2024 |
2023 |
|
|
Audit of these financial statements |
37,500 |
35,000 |
|
Audit of the financial statements of subsidiaries of the company pursuant to legislation |
17,000 |
12,000 |
|
|
|
|
|
Other fees to auditors |
||
|
The auditing of accounts of associated undertakings |
- |
|
|
All other assurance services |
|
|
|
|
|
|
Taxation |
Tax charged/(credited) in the consolidated income statement
|
2024 |
2023 |
|
|
Current taxation |
||
|
UK corporation tax |
( |
( |
The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2023 - lower than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
|
2024 |
2023 |
|
|
Loss before tax |
( |
( |
|
Corporation tax at standard rate |
( |
( |
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
|
Increase from tax losses for which no deferred tax asset was recognised |
|
|
|
Tax increase from effect of capital allowances and depreciation |
|
|
|
Tax decrease from effect of adjustment for long accounting periods |
( |
- |
|
Tax decrease from effect of High-end Television Tax Relief |
- |
( |
|
Total tax credit |
( |
( |
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Intangible assets |
Group
|
Goodwill |
Total |
|
|
Cost or valuation |
||
|
At 1 January 2024 |
|
|
|
Additions acquired separately |
|
|
|
At 31 December 2024 |
|
|
|
Amortisation |
||
|
At 1 January 2024 |
|
|
|
Amortisation charge |
|
|
|
At 31 December 2024 |
|
|
|
Carrying amount |
||
|
At 31 December 2024 |
|
|
|
At 31 December 2023 |
|
|
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Tangible assets |
Group
|
Furniture, fittings and equipment |
Total |
|
|
Cost or valuation |
||
|
At 1 January 2024 |
|
|
|
Additions |
|
|
|
Disposals |
( |
( |
|
At 31 December 2024 |
|
|
|
Depreciation |
||
|
At 1 January 2024 |
|
|
|
Charge for the year |
|
|
|
Eliminated on disposal |
( |
( |
|
At 31 December 2024 |
|
|
|
Carrying amount |
||
|
At 31 December 2024 |
|
|
|
At 31 December 2023 |
|
|
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Investments |
Group
|
2024 |
2023 |
|
|
Investment in associates |
967,842 |
1,160,589 |
|
967,842 |
1,160,589 |
Investment in associates
|
2024 |
|
|
Cost |
|
|
At 1 April 2023 |
1,160,589 |
|
Share of profit/loss in period |
(192,747) |
|
Dividends receivable |
(24,998) |
|
At 31 December 2023 |
942,844 |
Company
|
2024 |
2023 |
|
|
Investments in subsidiaries |
|
|
|
Subsidiaries |
£ |
|
Cost or valuation |
|
|
At 1 January 2024 and 31 December 2024 |
|
|
Additions |
|
|
At 31 December 2024 |
|
|
Carrying amount |
|
|
At 31 December 2024 |
|
|
At 31 December 2023 |
|
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Details of undertakings
Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
2024 |
2023 |
|||
|
Subsidiary undertakings |
||||
|
|
7-10 Beaumont Mews,
|
|
|
|
|
|
7-10 Beaumont Mews,
|
|
|
|
|
|
7-10 Beaumont Mews,
|
|
|
|
|
|
7-10 Beaumont Mews,
|
|
|
|
|
|
7-10 Beaumont Mews,
|
|
|
|
|
|
7-10 Beaumont Mews,
|
|
|
|
|
Associates |
||||
|
|
Larch House, Parklands Business Park, Denmead, Hampshire
|
Ordinary |
|
|
|
|
13 Soho Square,
|
Ordinary |
|
|
|
|
7-10 Beaumont Mews,
|
Ordinary |
|
|
*Indirect holding
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Business combinations |
On
The Story Works Limited contributed £
The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are as set out in the table below:
|
Book value |
Fair value |
|
|
Assets and liabilities acquired |
||
|
Financial assets |
49,789 |
|
|
Financial liabilities |
(201,347) |
( |
|
Total identifiable assets |
(151,558) |
( |
|
Goodwill |
151,558 |
|
|
Total consideration |
- |
- |
|
Cash flow analysis: |
||
|
Less: cash and cash equivalent balances acquired |
38,986 |
|
|
|
||
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Debtors |
|
Group |
Company |
|||
|
2024 |
2023 |
2024 |
2023 |
|
|
Trade debtors |
|
|
- |
- |
|
Amounts owed by group undertakings |
- |
- |
|
|
|
Amounts owed by related undertakings |
568,170 |
- |
- |
- |
|
Other debtors |
|
|
- |
- |
|
Prepayments |
|
|
- |
- |
|
Accrued income |
|
|
- |
- |
|
Corporation tax asset |
|
|
- |
- |
|
|
|
|
|
|
|
Cash and cash equivalents |
|
Group |
Company |
|||
|
2024 |
2023 |
2024 |
2023 |
|
|
Cash at bank |
|
|
|
- |
|
Creditors |
|
Group |
Company |
||||
|
Note |
2024 |
2023 |
2024 |
2023 |
|
|
Due within one year |
|||||
|
Loans and borrowings |
|
|
|
- |
|
|
Trade creditors |
|
|
- |
- |
|
|
Social security and other taxes |
|
|
- |
- |
|
|
Other payables |
|
|
|
|
|
|
Accruals |
|
|
- |
- |
|
|
|
|
|
|
||
|
Due after one year |
|||||
|
Loans and borrowings |
|
|
|
|
|
|
Other financial liabilities |
|
|
- |
- |
|
|
|
|
|
|
||
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £88,146 (31 March 2023: £
|
Share capital |
Allotted, called up and fully paid shares
|
2024 |
2023 |
|||
|
No. |
£ |
No. |
£ |
|
|
|
|
2,082 |
|
2,082 |
|
|
|
773 |
|
773 |
|
|
|
|
|
|
Share rights
The Ordinary and Preferred shares rank pari-passu in respect of voting rights and entitlement to the distribution of capital on winding up. There is no restriction on the distribution of dividends or the purchase of capital.
|
Loans and borrowings |
|
Group |
Company |
|||
|
2024 |
2023 |
2024 |
2023 |
|
|
Non-current loans and borrowings |
||||
|
Other loan |
|
|
|
|
The other loan bears interest at 7% p.a. and is secured by a fixed charge over production rights and material and by a fixed and floating charge over the assets and undertakings of the company.
Current loans and borrowings
|
Group |
Company |
|||
|
2024 |
2023 |
2024 |
2023 |
|
|
Bank loan |
|
|
|
- |
The bank loan is secured by a fixed and floating charge over the assets and undertakings of the company.
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Commitments and guarantees |
Group
Other financial commitments
The total amount of other financial commitments not provided in the financial statements was £
Guarantees
In accordance with Companies Act 2006 section 479A the following subsidiary undertakings have claimed exemption from audit in respect of the period ended 31 December 2024. The group parent undertaking, TSC Entertainment Holdings Limited, has given a statement of guarantee under the Companies Act 2006 where TSC Entertainment Holdings Limited will guarantee all outstanding liabilities to which the respective subsidiary companies are subject at 31 December 2024.
|
Company |
Company number |
|
Artis Pictures Limited |
10712738 |
|
Feature London Limited |
12513899 |
|
Longboat Pictures Limited |
11743069 |
|
The Story Works Limited |
15368015 |
|
Analysis of changes in net debt |
Group
|
At 1 January 2024 |
Financing cash flows |
Other non-cash changes |
At 31 December 2024 |
|
|
Cash and cash equivalents |
||||
|
Cash |
3,114,802 |
(2,313,668) |
- |
801,134 |
|
Borrowings |
||||
|
Short term borrowings |
(1,570,029) |
- |
(1,119,860) |
(2,689,889) |
|
|
||||
|
|
( |
( |
( |
|
TSC Entertainment Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Related party transactions |
Group
During the period the group paid consultancy fees of £71,795 (2023 - £98,550) to a company under common control.
Included within other debtors is an amount of £Nil (2023 - £2,400) due from a company under common control and included within other creditors is an amount of £250,000 (2023 - £265,636) due to various companies under common control.
Company
In accordance with FRS 102 paragraph 1AC.35, exemption is taken not to disclose transactions in the year or amounts falling due between undertakings, where 100% of the voting rights are controlled within the group.
Included within other creditors is an amount of £250,000 (2023 - £250,000) due to a company under common control.