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Synventive Holding Limited
Registered number: 04834434
Annual Report
For the year ended 31 December 2024
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SYNVENTIVE HOLDING LIMITED
COMPANY INFORMATION
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Chartered Accountants & Statutory Auditor
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SYNVENTIVE HOLDING LIMITED
CONTENTS
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Directors' responsibilities statement
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Independent auditor's report
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Statement of comprehensive income
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Statement of financial position
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Statement of changes in equity
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Notes to the financial statements
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SYNVENTIVE HOLDING LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their Annual Report and the audited financial statements for Synventive Holding Limited ('the company') for the year ended 31 December 2024.
The profit for the year ended 31 December 2024 was €4,540,377 (2023: loss of €1,153,013).
The directors do not recommend payment of an ordinary dividend this year (2023: €nil).
Principal risks and uncertainties
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a. Treasury options
The company’s parent operates a centralised treasury function on behalf of the company which is responsible for managing the liquidity, interest and foreign currency risks associated with the company’s activities. The company has borrowings in the form of a loan note with a group undertaking.
b. Liquidity risk
The company’s parent manages its cash requirements centrally to maximise interest income and minimise interest expense, whilst ensuring that the company has sufficient liquid resources to meet its operating needs.
c. Interest rate risk
The company is not exposed to interest rate risk as the loan note with group undertaking accrues interest at a fixed rate.
d. Foreign currency risk
The company is exposed to foreign currency exchange gains and losses on balances with group undertakings. At the period end there were no commitments to forward purchase any foreign currency.
Financial key performance indicators
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Given the straightforward nature of the business, the company’s directors are of the opinion that no added value would be achieved in detailing KPIs for a fuller understanding of the development, performance and position of the company.
The directors expect the company to continue with the level of trading into the foreseeable future, based on the current strategies.
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SYNVENTIVE HOLDING LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The interests of the company’s employees
The company has no employees.
The need to foster the company’s business relationships with suppliers, customers and others
The companies only purpose is to hold shares of subsidiaries and it does not have any customers or suppliers or other external relationships to take into consideration.
The impact of the company’s operations on the community and the environment
The company has no operating business and therefore does not impact the community and environment.
The desirability of the company maintaining a reputation for high standards of business conduct
Synventive Holdings Limited is part of Barnes Group INC, a publicly traded US company who maintains high ethical standards and operates under a code of conduct.
The need to act fairly as between shareholders of the company
The company is held by one ultimate shareholder, so there is no suspense between shareholders to be managed.
This report was approved by the board and signed on its behalf by:
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SYNVENTIVE HOLDING LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their Annual Report and the audited financial statements for Synventive Holding Limited ('the company') for the year ended 31 December 2024.
The company is the holding company of Synventive Holding BV and its subsidiaries which are engaged in the development, manufacturing and trading of injection moulding applications.
The profit for the year, after taxation, amounted to €4,540,377 (2023: loss of €1,153,013).
The directors do not recommend payment of an ordinary dividend this year (2023: €nil).
The directors who served during the year and to the date of this report were:
Matters covered in the strategic report
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The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's Strategic Report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the Directors' Report. It has done so in respect of future developments.
The financial statements are prepared on a going concern basis. The company remains assured of the financial support by Industrial Holdco LP, a subsidiary of Apollo Global Management Inc. (refer to note 18). The directors have received confirmation that the ultimate parent company will continue to support the company and provide it with adequate funds when necessary to enable it to meet its debts as they fall due for at least twelve months from the date of signing these financial statements. On this basis, the directors consider it appropriate to prepare the financial statements on a going concern basis.
The group has provided to all directors limited indemnities in respect of the cost of defending claims against them and third party liabilities. These are all third party indemnity provisions for the purpose of the Companies Act 2006 and are all currently in force.
Provision of information to the auditor
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Each of the persons who are directors at the time when this directors' report is approved has confirmed that:
∙so far as the directors are aware, there is no relevant audit information of which the company's auditor is unaware; and
∙the directors have taken all the steps that ought to have been taken as directors in order to be aware of any relevant audit information and to establish that the company's auditor is aware of that information.
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SYNVENTIVE HOLDING LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Post balance sheet events
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On 27 January 2025, the ultimate parent company, Barnes Group Inc. was acquired by Apollo Global Management Inc. a company registered in the USA.
The auditor, Forvis Mazars LLP, will 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 by:
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SYNVENTIVE HOLDING LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors are responsible for preparing the strategic report, the directors' report and the audited financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare audited financial statements for each financial year. Under that law the directors have elected to prepare the audited financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the audited 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 audited financial statements, the directors are required to:
∙select suitable accounting policies for the company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
∙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 2006. 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.
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SYNVENTIVE HOLDING LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SYNVENTIVE HOLDING LIMITED
Opinion
We have audited the financial statements of Synventive Holding 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 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 FRS 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 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 Auditor’s 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 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 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.
Other information
The other information comprises the information included in the Annual Report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the Annual Report. 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.
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SYNVENTIVE HOLDING LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SYNVENTIVE HOLDING LIMITED
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.
Opinions 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 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; or
∙the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies’ exemption in preparing the Directors' Report and from the requirement to prepare a Strategic Report.
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SYNVENTIVE HOLDING LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SYNVENTIVE HOLDING LIMITED
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 intend either to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's 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.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
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.
Based on our understanding of the company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation and anti-money laundering regulation.
To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:
∙Inquiring of management and, where appropriate, those charged with governance, as to whether the company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
∙Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
∙Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
∙Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud.
We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation and the Companies Act 2006.
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SYNVENTIVE HOLDING LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SYNVENTIVE HOLDING LIMITED
In addition, we evaluated the directors' and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of override of controls, and determined that the principal risks were related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to impairment and significant one-off or unusual transactions.
Our audit procedures in relation to fraud included but were not limited to:
∙Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
∙Gaining an understanding of the internal controls established to mitigate risks related to fraud;
∙Discussing amongst the engagement team the risks of fraud; and
∙Addressing the risks of fraud through management override of controls by performing journal entry testing.
There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.
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 the audit 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.
Jonathan Marchant (Senior statutory auditor)
for and on behalf of Forvis Mazars LLP
Chartered Accountants and Statutory Auditor
Floor 8
Assembly Building C
Cheese Lane
Bristol
BS2 0JJ
24 April 2026
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SYNVENTIVE HOLDING LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
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Income from investments in subsidiaries
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Interest payable and similar expenses
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Profit/(loss) for the financial year
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Other comprehensive income
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Total comprehensive income/(expense) for the year
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The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.
The notes on pages 13 to 24 form part of these financial statements.
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SYNVENTIVE HOLDING LIMITED
REGISTERED NUMBER: 04834434
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
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Investments in subsidiaries
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Debtors: amounts falling due within one year
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Cash and cash equivalents
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Creditors: amounts falling due within one year
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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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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
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SYNVENTIVE HOLDING LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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Comprehensive expense for the year
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Total comprehensive expense for the year
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Comprehensive income for the year
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Total comprehensive income for the year
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The notes on pages 13 to 24 form part of these financial statements.
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The company is a private company limited by shares and registered in England and Wales. The address of its registered office is The Pinnacle, 160 Midsummer Boulevard, Milton Keynes, MK9 1FF. The registered number of the company is 04834434.
Synventive Holding Limited (the 'company') is the holding company of Synventive Holding BV and its subsidiaries which are engaged in the development, manufacturing and trading of injection moulding applications.
The individual financial statements of Synventive Holding Limited for the year ended 31 December 2024 have been prepared in compliance with United Kingdom Accounting Standards, including Financial Reporting Standard 102, “The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland” (“FRS 102”) and the Companies Act 2006.
3.Accounting policies
The financial statements have been prepared in accordance with applicable accounting standards.
The financial statements are prepared under the historical cost convention.
The company, itself a subsidiary company, is exempt from the requirement to prepare group financial statements by virtue of the fact that the ultimate parent company prepares group financial statements which includes the company, and are publicly available. These financial statements therefore present information about the company as an individual undertaking and not about its group.
The preparation of financial statements in conformity with FRS 102 requires use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in note 4.
The financial statements have been presented in Euros as this is the currency of the primary economic environment in which the company operates and is rounded to the nearest euro.
The following principal accounting policies have been applied:
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
3.Accounting policies (continued)
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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 26 Share-based Payment paragraphs 26.18(b), 26.19 to 26.21 and 26.23; and
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Barnes Group Inc as at 31 December 2024 and these financial statements may be obtained from Barnes Group Inc., 123 MainStreet, Bristol, Connecticut, USA.
The financial statements are prepared on a going concern basis. The company remains assured of the financial support by Industrial Holdco LP, a subsidiary of Apollo Global Management Inc. (refer to note 18). The directors have received confirmation that the ultimate parent company will continue to support the company and provide it with adequate funds when necessary to enable it to meet its debts as they fall due for at least twelve months from the date of signing these financial statements. On this basis, the directors consider it appropriate to prepare the financial statements on a going concern basis.
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Exemption from preparing consolidated financial statements
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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.
Investments in subsidiaries are measured at cost less accumulated impairment.
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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.
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
3.Accounting policies (continued)
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Foreign currency translation
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Functional and presentation currency
Items included in the company's financial statements are measured in Euros (€), the currency of the primary economic environment in which the entity operated (the 'functional currency'). The financial statements are also presented in Euros, which is the company's presentation currency. The rate of exchange as at 31 December 2024 was €1.20625:£1 (2023: €1.15278:£1).
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 the statement of comprehensive income.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the statement of comprehensive income within 'interest payable and similar expenses'. All other foreign exchange gains and losses are presented in the statement of comprehensive income within 'administrative expenses'.
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Interest payable and similar expenses
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Interest payable and similar expenses are charged to the statement of comprehensive income 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.
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
3.Accounting policies (continued)
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Current and deferred taxation
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Tax is recognised in the statement of comprehensive income 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.
The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position 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.
Basic financial assets
Basic financial assets, which include, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
3.Accounting policies (continued)
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Financial instruments (continued)
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Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the statement of comprehensive income.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial assets have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the assets original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the statement of comprehensive income.
Basic financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after the deduction of all its liabilities.
Basic financial liabilities, which include other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the company will continue to recognise the value of the portion of the risks and rewards retained.
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
3.Accounting policies (continued)
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Financial instruments (continued)
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Derecognition of financial liabilities
Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled.
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Judgements in applying accounting policies and key sources of estimation uncertainty
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In applying the company’s accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The directors’ judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.
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, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.
4.1 Critical judgements in applying the entity's accounting policies
The critical judgements that the directors have made in the process of applying the company's accounting policies that have the most significant effect on the amounts recognised in the statutory financial statements are discussed below.
(i) Assessing indicators of impairment
In assessing whether there have been any indicators of impairment of assets, the directors have considered both external and internal sources of information such as market conditions, counterparty credit ratings and experience of recoverability. There have been no indicators of impairment identified during the current financial year.
4.2 Key sources of estimation uncertainty
The directors do not consider there to be any key sources of estimation uncertainty.
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The operating profit is stated after crediting:
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Profit on translation of foreign currency balances and transactions
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The credit resulting from the foreign exchange movement in the current year has resulted in administrative income in the current year.
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The fees payable to the auditor in respect of the audit fees, taxation compliance fees and fees for all other services for the current year were paid by Synventive Molding Solutions Limited, a group company.
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No directors received any emoluments for their services to the company in the current or prior year.
There were no other employees in the company during the current or prior year.
Management considers the directors to be the key management personnel of the company.
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Income from investments in subsidiaries
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Dividend income from investments in subsidiaries
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Interest payable and similar expenses
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Interest payable on loan note from group undertaking
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- 19 -
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Current tax on profit/loss for the year
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Factors affecting tax charge for the year
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The tax assessed for the year is lower than (2023: higher than) the standard rate of corporation tax in the UK of 25% (2023: 23.52%). The differences are explained below:
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Profit/(loss) multiplied by standard rate of corporation tax in the UK of 25% (2023: 23.52%)
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Hybrid and other mismatches adjustment
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Exempt ABGH distributions
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Total tax charge for the year
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There was no deferred tax for the company, recognised or unrecognised, in the current or prior year.
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Factors that may affect future tax charges
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From 1 April 2023, the rate of corporation tax in the UK increased from 19% to 25%, resulting in a 'standard rate' of corporation tax in the above reconciliation of 23.52% for 2023. Deferred tax in the current and prior year is calculated at 25%.
- 20 -
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Investments in subsidiaries
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Investments in subsidiary companies
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- 21 -
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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The following were subsidiary undertakings of the company:
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Windmolen 5, 4751 VM Oud Gastel, Netherlands
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Synventive Molding Solutions Limited*
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160 Midsummer Boulevard, Milton Keynes, MK9 1FF
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To act as a sales office for Synventive group
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Synventive Molding Solutions Lda*
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Rua Gloria Barata, Rodrigues, No 289, Leria, 2410-459, Portugal
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To act as a sales office for Synventive group
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Synventive Molding Solutions Canada Inc.
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Synventive Molding Solutions Co. Ltd*
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The East, 1F First Building, Ting Wei Industrial Park, 6 Liufang Road, Bao An 67th Area, Bao’an District Shenzhen, Guangdong ,518101
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Manufacture of plastic products
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Synventive Molding Solutions Jbj PVT*
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Suite #10, Vatika Business Centre, Level-5, Tech Park One, Yerwada, Pune-411006, Maharashtra, India
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To act as a sales office for Synventive group
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Synventive Acquisition Unlimited*
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160 Midsummer Boulevard, Milton Keynes, MK9 1FF
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Synventive Molding Solutions Ltda*
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Avienda Melchert, 293 Vila Matilde, Sao Paulo, SP 03508-000, Brazil
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To act as a sales office for Synventive group
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Synventive Molding Solutions (Suzhou) Co Ltd*
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12B Gang Tian Industrial Square, Suzhou Industrial Park, Suzhou 215021
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Manufacturing and selling of hot runner systems
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Synventive Molding Solutions PTE Ltd*
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Block 5000, Techplace II #04-10, Ang Mo Kio Ave 5, Singapore, 569870
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To act as a sales office for Synventive group
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Griendweg 7b-93295 KV ’s-Gravendeel,South Holland, Netherlands
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To act as a sales office for Synventive group
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Synventive Molding Solutions Co., Ltd*
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12B Gang Tian Industrial SquareSuzhou Industrial ParkSuzhou, China
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To act as a sales office for Synventive group
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* Indirect investment via Synventive Holding BV.
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- 22 -
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Debtors: amounts falling due within one year
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Amounts owed by group undertakings
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Amounts owed by group undertakings are unsecured, interest free and are repayable on demand.
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Creditors: amounts falling due within one year
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Amounts owed to group undertakings
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Amounts owed to group undertakings are unsecured, interest free and are repayable on demand.
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Creditors: amounts falling due after more than one year
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Loan note from group undertaking
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The loan note from group undertaking bears interest at a variable rate so designated by Barnes Group Inc treasury and is repayable on 21 March 2026. The average interest rate for the current year is 0.76% (2023: 1.56%).
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Allotted, called up and fully paid
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3 (2023: 3) ordinary shares of £1 each converted at a historic rate of €1.42 per £1.
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The company has one class of ordinary shares; each carried one voting right per share but no right to fixed income.
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Profit and loss account
This reserve represents the cumulative profits and losses of the company.
- 23 -
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SYNVENTIVE HOLDING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
A cross guarantee agreement is filed at Companies House between the company and a number of its fellow group undertakings whereby each company has guaranteed the bank accounts and bank borrowings of the others.
There are no such borrowings as at 31 December 2024 (2023: €nil).
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Post balance sheet events
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On 27 January 2025, the ultimate parent company, Barnes Group Inc. was acquired by Apollo Global Management Inc. a company registered in the USA.
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Related party transactions
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The company is a wholly owned subsidiary of Synventive Acquisition Inc. and has taken advantage of the exemption permitted by Section 33 'Related Party Disclosures' not to provide disclosures of transactions entered into with other wholly owned members of the group.
The company and its subsidiary undertakings are included within the consolidated financial statements of the ultimate parent Barnes Group Inc., which are publicly available and can be obtained from Barnes Group Inc. 123 Main Street, Bristol, Connecticut, USA.
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Parent undertaking and ultimate controlling party
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The immediate parent company is Synventive Acquisition Inc., a company incorporated in the USA. At 31 December 2024, the directors consider the company's ultimate parent and controlling company to be Barnes Group Inc., a company incorporated in the USA.
Barnes Group Inc. is the parent undertaking of the largest and smallest group of which the company is a member and for which group accounts are prepared. Copies of the group accounts of Barnes Group Inc. can be requested from 123 Main Street, Bristol, Connecticut, USA.
- 24 -
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