TIS UK Limited Limited is a private company limited by shares incorporated in England and Wales under the Companies Act 2006. The address of the registered office is given on the Company Information page and the nature of the Company's operations and its principal activities are set out in the Directors' Report.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
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.
Creditors
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.
Interest income
Interest income is recognised in profit or loss using the effective interest method.
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The Company had no employees other than the Directors in either the current or prior year.
Amounts owed by group undertakings are interest free and repayable on demand.
Amounts owed to group undertakings are interest free and repayable on demand.
The shares have attached to the full voting, dividend and capital distribution (including on winding up) rights. They do not confer any rights of redemption.
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The parent entity (that is, Team Inc.) of the company is, as per 31 December 2023, a borrower under two financings:
a credit agreement, with, among others, Eclipse Business Capital LLC (Eclipse) (as agent) comprising an asset based revolving credit facility in the amount of USD 130,000,000, and a delayed draw term loan facility in the amount of USD 35,000,000, (the ABL Refinancing Agreement). In 2023 an amendment and restatement agreement was entered between, amongst others, Team Inc. as borrower and guarantor, the company as guarantor, the lenders listed therein as lenders and Eclipse as agent (the ABL Refinancing ARA and together with the ABL Refinancing Agreement, the ABL Financing Agreements) pursuant to which the ABL Refinancing Agreement was amended to (a) raise additional term loans of approximately USD 27,400,000; (b) increase the availability under the ABL Refinancing Agreement by USD 2,500,000, and (iii) extend the maturity of the ABL Refinancing Agreement to August 2025. At 31 December 2023, there was USD 78,414,640.61 outstanding under the asset based revolving credit facility, USD 35,000,000 outstanding under the delayed draw term loan facility, USD 8,918,924 outstanding under the M&E term loan facility, and USD 16,904,268.74 outstanding under the RE-1 term loan facility, under the ABL Financing Agreements; and
an amended and restated agreement to the existing 2021 term loan agreement between, amongst others, Team Inc. as borrower and guarantor, the Company as guarantor and Cantor Fitzgerald Securities (Cantor) as agent (the 2023 Term Loan Agreement), pursuant to which (i) the term loan tranche was increased by USD 37,500,000 and (ii) the delayed draw term loan was increased by USD 20,000,000. At 31 December 2023, there was USD 130,087,527.40 outstanding under the (amended and restated) term loan facility, USD 37,786,613.01 outstanding under the incremental term loan facility and USD 10,265,360.28 outstanding under the incremental delayed draw term loan facility, under the 2023 Term Loan Agreement.
The company has granted security for the secured obligations under the ABL Financing Agreements in in favour of Eclipse, in the form of a first-ranking right of pledge on inventory, title documents and receivables (including those related to insurance policies and to its bank accounts, but excluding so-called term loan priority bank accounts). The company has also granted a second-ranking right of pledge in favour of Eclipse on its IP rights and its moveables (excluding inventory). Furthermore, in this regard, the shares of the company have been pledged to Eclipse, ranking second to the share pledge in favour of Cantor (as further described below).
In connection with the payoff of the remaining outstanding balance as per 31 December 2022 of USD 35,509,703 owed by Team Inc. under the term loan credit agreement, with, among others, Atlantic Park Strategic Capital Fund L.P. (AP) (as agent), in the amount of USD 250,000,000 at inception on 18 December 2020 (the 2020 Term Loan Agreement) during the course of 2023, the security granted to AP, in connection thereto, was released in 2023. The security that was released was a:
first-ranking right of pledge on its IP rights, its moveables (excluding inventory), and its bank account receivables classified as term loan priority bank accounts;
second-ranking right of pledge on the company’s inventory, its title documents (such as bearer documents), and its receivables; and
a first-ranking right of pledge over the shares of the company.
The company has granted new security for the secured obligations under the 2023 Term Loan Agreement in in favour of Cantor in the course of 2023, and validly existing as per 31 December 2023, in the form of a:
first-ranking right of pledge on its IP rights, its moveables (excluding inventory), and its bank account receivables classified as term loan priority bank accounts;
second-ranking right of pledge on the company’s inventory, its title documents (such as bearer documents), and its receivables; and
a first-ranking right of pledge over the shares of the company, ranking first to the share pledge in favour of Eclipse.
In connection with the financings, the company has agreed to be severally and jointly liable for the parent entity’s obligations thereunder and it has subordinated its claims against other group entities to any claims that Eclipse or Cantor may have against these other group entities pursuant to the financings.
The Company has taken advantage of the exemption conferred by FRS 102 Section 1AC.35 from the requirement to disclose details of transactions with other wholly owned Group Companies.