Company registration number 09124073 (England and Wales)
TEAM INDUSTRIAL SERVICES (UK) HOLDING LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
TEAM INDUSTRIAL SERVICES (UK) HOLDING LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 7
TEAM INDUSTRIAL SERVICES (UK) HOLDING LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
Investments
4
1,981,662
1,981,662
Current assets
Debtors
6
3,339
3,339
Creditors: amounts falling due within one year
7
(150,000)
(150,000)
Net current liabilities
(146,661)
(146,661)
Net assets
1,835,001
1,835,001
Capital and reserves
Called up share capital
8
1,835,001
1,835,001
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 24 December 2025 and are signed on its behalf by:
Ms S Desborough
Director
Company registration number 09124073 (England and Wales)
TEAM INDUSTRIAL SERVICES (UK) HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
1
Accounting policies
Company information
Team Industrial Services (UK) Holding Limited is a private company limited by shares and 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.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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 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 £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
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 a state other than the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006
The financial statements of the company are consolidated in the financial statements of Team, Inc. These consolidated financial statements are available online from http://investor.teaminc.com.
TEAM INDUSTRIAL SERVICES (UK) HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 3 -
1.2
Going concern
As a non-trading holding Company, the Company does not have external liabilities. The Directors are required to prepare these financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. This assessment has been carried out on the cash flows of Team Inc. group of UK companies, which the company is a member of, as cash is managed by a centralised treasury function who ensure all parts of the UK Group have sufficient cash to meet their immediate needs.true
As part of the arrangement, the Group has issued a letter of support for all UK Group companies, for a period of twelve months from the date of approval of these financial statements which includes both making funds available if required and not to seek repayment of amounts due at the balance sheet date if this would be detrimental to the company. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue, although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.
On this basis, the Directors consider it appropriate to prepare the financial statements on a going concern basis.
At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Profit and loss account
The company has not traded during the year or the preceding financial period. During this time, the company received no income and incurred no expenditure and therefore no Profit and loss account is presented in these financial statements.
1.4
Fixed asset investments
Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
1.5
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
TEAM INDUSTRIAL SERVICES (UK) HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.6
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.
2
Judgements and key sources of estimation uncertainty
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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Fixed asset investments
Determine whether there are indicators of impairment of the Company's investments. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and where it is a component of a larger cash-generating unit, the viability and expected future performance of that unit.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
0
0
4
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
1,981,662
1,981,662
5
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
TEAM INDUSTRIAL SERVICES (UK) HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
5
Subsidiaries
(Continued)
- 5 -
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Team Valve and Rotating Services Limited
Furman House, Shap Road, Kendal, Cumbria, England, LA9 6RU
Trading
Ordinary
100.00
6
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
3,339
3,339
Amounts owed by group undertakings are interest free and repayable on demand.
7
Creditors: amounts falling due within one year
2024
2023
£
£
Amounts owed to group undertakings
150,000
150,000
Amounts owed to group undertakings are interest free and repayable on demand.
8
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1,835,001
1,835,001
1,835,001
1,835,001
9
Audit report information
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 auditor's report was unqualified.
Senior Statutory Auditor:
Jenny McCabe FCA
Statutory Auditor:
MHA
TEAM INDUSTRIAL SERVICES (UK) HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
10
Financial commitments, guarantees and contingent liabilities
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.
TEAM INDUSTRIAL SERVICES (UK) HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
11
Related party transactions
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.
12
Parent company
The Company is a wholly owned subsidiary of Team Industrial Services Europe BV, a Company registered in the Netherlands at Oostsouburgseweg 4382 AA Vlissingen, Netherlands. Team, Inc, a Company incorporated in the USA, is the ultimate Parent Company.
The Company's results are consolidated in the accounts of Team, Inc, which is the smallest and largest Group for which consolidated accounts are prepared and publicly available. Copies of the Team, Inc financial statements are available from the registered office at Team, Inc, 12640 Delta St, Taylor, Michigan, 48180-6833 United States or on their website at http://investor.teaminc.com.