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Registered number: 15741457
INSPIRIT FRANKLIN TOPCO LTD
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
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INSPIRIT FRANKLIN TOPCO LTD
COMPANY INFORMATION
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A Farrant (appointed 25 May 2024)
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W Stamp (appointed 25 May 2024, resigned 15 January 2025)
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A Birss (appointed 15 January 2025)
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Chartered Accountants & Statutory Auditor
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INSPIRIT FRANKLIN TOPCO LTD
CONTENTS
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Independent Auditor's Report
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Consolidated Statement of Profit or Loss and Other Comprehensive Income
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Consolidated Statement of Financial Position
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Company Statement of Financial Position
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Consolidated Statement of Changes in Equity
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Company Statement of Changes in Equity
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Consolidated Statement of Cash Flows
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Notes to the Consolidated Financial Statements
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Company Detailed Profit and Loss Account and Summaries
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INSPIRIT FRANKLIN TOPCO LTD
GROUP STRATEGIC REPORT
FOR THE PERIOD ENDED 30 JUNE 2025
The directors submit their strategic report for the year ended 30 June 2025 for Inspirit Franklin Topco (“the Company”), and the Group, comprising of Inspirit Franklin Midco Ltd, Inspirit Franklin Holdings Ltd, HSJ Information Ltd, Interactive Medica SL, Interactive Medica Ltd and Interactive Medica AB ("The Group").
The Group's principal activity is the provision of specialist healthcare data and information solutions about the NHS. The Group aims for leaders in the NHS and their private sector industry partners to trust and rely on the business because ‘no one understands the NHS better’ and the Group is perceived as the market-leader in many of its services. The directors expect the Group's activities to continue for the foreseeable future.
The year ended 30 June 2025 was a transitional year for the Group, with attention given to exiting from the Transitional Services Agreement (“TSA”) with Wilmington plc, whereby Wilmington previously provided support across Finance, Human Resources, and IT functions.
The Senior Leadership Team (“SLT”) was strengthened with appointment of a new CEO, CFO and CTO. The SLT focussed on developing its vision, mission, and strategy. The SLT has developed a strategy for future growth, focusing on transforming the Group's go-to-market functions, strengthening IT, Technology and in-house Data, expanding recurring revenue, and driving margin improvement. The Group also recognises its relationships with customers and key suppliers as being critical to this journey.
With regards to the financial performance, the key highlights were;
Consolidated revenue for the year was £20,87m.
Consolidated operating loss, including exceptional items relating to transactional bonuses, of £2.6m, was achieved.
Consolidated net liabilities as at 30 June 2025 were £3.9m.
During the year the Group had exceptional adjusting items of £180k relating to transaction bonuses (note 10).
Consolidated pre-tax losses for the period were £3.9m.
Principal risks and uncertainties
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Many of the key business risks and uncertainties affecting the Group arise from rapidly changing technology, which gives rise to the need for constant development and investment.
Financial risk management
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The Group is exposed to a range of financial risks that could affect performance and liquidity. Key risks include fluctuations in revenue due to market and customer demand variability, interest rate changes, and potential pressures on working capital arising from timing differences in cash receipts and payments. The Group manages these risks through regular forecasting, active cost control, and robust credit management. Financial performance and risk indicators are monitored closely by management to ensure timely mitigation actions are taken where required.
Key performance indicators
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The Group uses a range of KPIs to monitor performance against its strategic objectives:
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Performance is in line with expectations given that 2025 represented a transitional year post-acquisition.
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INSPIRIT FRANKLIN TOPCO LTD
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2025
This report was approved by the board and signed on its behalf.
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INSPIRIT FRANKLIN TOPCO LTD
DIRECTORS' REPORT
FOR THE PERIOD ENDED 30 JUNE 2025
The directors present their report and the financial statements for the period ended 30 June 2025.
Directors' responsibilities statement
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The directors are responsible for preparing the Group Strategic Report, Directors' Report and the consolidated financial statements, in accordance with applicable law.
Company law requires the directors to prepare consolidated financial statements for each financial year. Under that law they have elected to prepare the consolidated financial statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the UK and the Parent Company financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 'Reduced Disclosure Framework' (FRS 101).
Under company law the directors must not approve the consolidated 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 each of the consolidated and Parent Company financial statements, the directors are required to:
∙select suitable accounting policies and then apply them consistently;
∙make judgments and estimates that are reasonable and prudent;
∙for the consolidated financial statements, state whether they have been prepared in accordance with IFRS as adopted by the UK, subject to any material departures disclosed and explained in the financial statements;
∙for the Parent Company financial statements, state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙assess the Group and Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
∙use the going concern basis of accounting unless they either intend to liquidate the Group or the Company or to cease operations, or have no realistic alternative but to do so.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Parent Company's transactions and disclose with reasonable accuracy at any time the financial position of the Parent Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.
The Group’s principal activity is the provision of specialist healthcare data and information solutions and the provision of internet based management tools for the pharmaceutical industry. The Group is focused on maintaining the quality of its data and thus on retaining its position as market leader within the industry. The directors expect the Group’s activities to continue for the foreseeable future.
The principle activity of the Company is that is a holding company.
The loss for the period, after taxation, amounted to £3,937,235.
Dividends paid amounted to £4,812,284 for the period.
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INSPIRIT FRANKLIN TOPCO LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2025
The directors who served during the period were:
A Farrant (appointed 25 May 2024)
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W Stamp (appointed 25 May 2024, resigned 15 January 2025)
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A Birss (appointed 15 January 2025)
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Please refer to the matters discussed within the Strategic Report.
Disclosure of information to 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 director is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and
∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.
There have been no significant events affecting the Group since the year end.
Under section 487(2) of the Companies Act 2006, Menzies LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board and signed on its behalf.
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INSPIRIT FRANKLIN TOPCO LTD
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF INSPIRIT FRANKLIN TOPCO LTD
We have audited the financial statements of Inspirit Franklin Topco Ltd (the 'Parent Company') and its subsidiaries (the 'Group') for the period ended 30 June 2025 which comprise the Consolidated Statement of Profit or Loss and Other Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies set out on pages 19 - 26. The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom. The financial reporting framework that has been applied in the preparation of the Parent Company financial statements is applicable law and United Kingdom Accounting Standards, including FRS 101 'Reduced Disclosure Framework' (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 Parent Company's affairs as at 30 June 2025 and of the Group's loss for the period then ended;
∙the Group financial statements have been properly prepared in accordance with IFRSs as adopted by the United Kingdom;
∙the Parent Company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
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 Group and the Parent Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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
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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. Our evaluation of the directors' assessment of the Group's and the Parent Company's ability to continue to adopt the going concern basis of accounting included discussions with key management personnel, along with the review of forecasted positions.
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 or the Parent 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.
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INSPIRIT FRANKLIN TOPCO LTD
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF INSPIRIT FRANKLIN TOPCO LTD (CONTINUED)
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. 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.
Opinion on other matters prescribed by the Companies Act 2006
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In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group Strategic Report and the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
∙the Group 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 the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 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 directors' responsibilities statement on page 3, 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 Group's and the Parent 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 Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.
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INSPIRIT FRANKLIN TOPCO LTD
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF INSPIRIT FRANKLIN TOPCO LTD (CONTINUED)
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.
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:
∙The Group is subject to laws and regulations that directly affect the financial statements including financial reporting
legislation, and general regulations such as health and safety. We assessed the extent of the compliance with the appropriate laws and regulations as part of our procedures on the related financial statement items.
∙ We understood how the Group is complying with those legal and regulatory frameworks by, making inquiries to
management, those responsible for legal and compliance procedures and the company secretary. We corroborated our
inquiries through our review of board minutes.
∙The engagement partner assessed whether the engagement team collectively had the appropriate competence and
capabilities to identify or recognize non-compliance with laws and regulations. The assessment did not identify any issues in this area.
∙We assessed the susceptibility of the Group’s financial statements to material misstatement, including how fraud might
occur. We identified the risk of override of controls as the area where the financial statements were most susceptible to
material misstatement due to fraud. Audit procedures performed by the engagement team included:
°Identifying and assessing the design effectiveness of controls management has in place to prevent and detect
fraud;
°Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;
°Challenging assumptions and judgments made by management in its significant accounting estimates; and
°Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.
∙As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:
°Posting of unusual journals and complex transactions.
°Misappropriation of funds through fraudulent purchase ledger.
°Manipulation of amounts subject to significant judgement or estimate.
°Manipulation of sales cut-off to misstate the year-end position.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
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.
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INSPIRIT FRANKLIN TOPCO LTD
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF INSPIRIT FRANKLIN TOPCO LTD (CONTINUED)
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.
Andrew Galliers FCA (Senior Statutory Auditor)
for and on behalf of
Menzies LLP
Chartered Accountants
Statutory Auditor
3000a Parkway
Whiteley
Hampshire
PO15 7FX
28 May 2026
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INSPIRIT FRANKLIN TOPCO LTD
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 30 JUNE 2025
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Total comprehensive income
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The notes on pages 19 to 45 form part of these financial statements.
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INSPIRIT FRANKLIN TOPCO LTD
REGISTERED NUMBER: 15741457
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2025
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Property, plant and equipment
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Trade and other receivables
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Cash and cash equivalents
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Trade and other liabilities
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INSPIRIT FRANKLIN TOPCO LTD
REGISTERED NUMBER: 15741457
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 30 JUNE 2025
Issued capital and reserves attributable to owners of the parent
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The financial statements on pages 9 to 45 were approved and authorised for issue by the board of directors and were signed on its behalf by:
The notes on pages 19 to 45 form part of these financial statements.
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INSPIRIT FRANKLIN TOPCO LTD
REGISTERED NUMBER: 15741457
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2025
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Other non-current investments
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Trade and other receivables
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Trade and other receivables
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Trade and other liabilities
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INSPIRIT FRANKLIN TOPCO LTD
REGISTERED NUMBER: 15741457
COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 30 JUNE 2025
Issued capital and reserves attributable to owners of the parent
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The Company's loss for the period was £Nil.
The financial statements on pages 9 to 45 were approved and authorised for issue by the board of directors and were signed on its behalf by:
The notes on pages 19 to 45 form part of these financial statements.
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INSPIRIT FRANKLIN TOPCO LTD
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 JUNE 2025
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Total attributable to equity holders of parent
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Comprehensive income for the period
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Total comprehensive income for the period
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Contributions by and distributions to owners
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Shares cancelled during the period
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Transfers between reserves
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Total contributions by and distributions to owners
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The notes on pages 19 to 45 form part of these financial statements.
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INSPIRIT FRANKLIN TOPCO LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 JUNE 2025
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Contributions by and distributions to owners
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Shares cancelled during the period
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Transfers between reserves
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Total contributions by and distributions to owners
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The notes on pages 19 to 45 form part of these financial statements.
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INSPIRIT FRANKLIN TOPCO LTD
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 30 JUNE 2025
Cash flows from operating activities
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Depreciation of property, plant and equipment
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Amortisation of intangible fixed assets
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Net foreign exchange gain
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Movements in working capital:
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(Increase)/decrease in trade and other receivables
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Increase/(decrease) in trade and other payables
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Increase/(decrease) in deferred tax liabilities
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Cash generated from operations
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Net cash used in operating activities
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Cash flows from investing activities
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Acquisition of subsidiary, net of cash acquired
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Acquisition of subsidiary, net assets/(liabilities) acquired
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Acquisition of subsidiary, PPA position
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Purchases of property, plant and equipment
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Net cash from investing activities
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Cash flows from financing activities
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Net cash used in financing activities
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Net increase in cash and cash equivalents
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Cash and cash equivalents at the end of the period
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The notes on pages 19 to 45 form part of these financial statements.
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
Inspirit Franklin Topco Ltd (the 'Company') is a private company, limited by shares, registered in England and Wales. The company's registered office is diclosed on the company information page. The accounts have been prepared from the date of incorporation 29 May 2024 to the period ended 30 June 2025.
The Group's consolidated financial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations as adopted by the UK (collectively IFRSs). The Company's individual financial statements were prepared in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework' (FRS 101) and the Companies Act 2006. They were authorised for issue by the Company's board of directors on 28 May 2026.
Details of the Group's accounting policies, including changes during the period, are included in note 2.
The Company has taken advantage of the exemption available under section 408 of the Companies Act 2006 and elected not to present its own Statement of Comprehensive Income in these financial statements.
In preparing these financial statements, management has made judgments, estimates and assumptions that affect the application of the Group accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively.
The areas where judgments and estimates have been made in preparing the consolidated financial statements and their effects are disclosed in note 4.
The financial statements have been prepared on the historical cost basis except for the following items, which are measured on an alternative basis on each reporting date.
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Consolidated other intangible assets
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1.2 Changes in accounting policies
i) New standards, interpretations and amendments effective from 25 May 2024
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The following amendments are effective for the period beginning 29 May 2024:
- Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)
- Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)
- Non-current Liabilities with Covenants (Amendments to IAS 1)
- Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7)
- Lack of Exchangeability (Amendments to IAS 21)
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New standards, interpretations and amendments not yet effective
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The following new standards, interpretations and amendments, which are not yet effective and have not been adopted early in these financial statements, will or may have an effect on the Company's future financial statements:
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
1.Basis of preparation (continued)
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ii) New standards, interpretations and amendments not yet effective (continued)
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The following amendment is effective for the period beginning 1 July 2025:
- Amendments IFRS 9 and IFRS 7 regarding the classification and measurement of financial instruments
- Amendments to IFRS 9 and IFRS 7 regarding power purchase arrangements
- Annual Improvements to IFRS Accounting Standards — Volume 11
The pronouncement comprises the following amendments:
- IFRS 1: Hedge accounting by a first-time adopter
- FRS 7: Gain or loss on derecognition
- IFRS 7: Disclosure of deferred difference between fair value and transaction price
- IFRS 7: Introduction and credit risk disclosures
- IFRS 9: Lessee derecognition of lease liabilities
- IFRS 9: Transaction price
- IFRS 10: Determination of a ‘de facto agent’
- IAS 7: Cost method
The directors anticipate that the adoption of these Standards in future periods may have an impact on the results and net assets of the Company, however, it is too early to quantify this.
The directors anticipate that the adoption of other Standards and interpretations that are not yet effective in future periods will only have an impact on the presentation in the financial statements of the Company.
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
2.Accounting policies
The consolidated financial statements incorporate the financial statements of the Company and entities (including structured entities) controlled by the Company and its subsidiaries. Control is achieved when the Company:
∙has power over the investee;
∙is exposed, or has rights, to variable returns from its involvement with the investee; and
∙has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.
When the Company has less than a majority of the voting rights of an investee, it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the Company's voting rights in an investee are sufficient to give it power, including:
∙the size of the Company's holding of voting rights relative to the size and dispersion of holdings of the other vote holders;
∙potential voting rights held by the Company, other vote holders or other parties;
∙rights arising from other contractual arrangements; and
∙any additional facts and circumstances that indicate that the Company has, or does not have, the current ability to direct the relevant activities at this time that decisions need to be made, including voting patterns at previous shareholders' meetings.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive income from the date the Company gains control until the date when the Company ceases to control the subsidiary.
Profit or loss and each component of other comprehensive income are attributed to the owners of the Company and to the non-controlling interests. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.
When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Group's accounting policies.
All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
2.Accounting policies (continued)
|
|
|
Basis of consolidation (continued)
|
|
|
Changes in the Group's ownership interests in existing subsidiaries
|
Changes in the Group's ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to owners of the Company.
When the Group loses control of a subsidiary, a gain or loss is recognised in profit or loss and its calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests. All amounts previously recognised in other comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as specified/permitted by applicable IFRSs). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent account under IAS 39, when applicable, the cost on initial recognition of an investment in an associate or a joint venture.
Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment losses, if any.
For the purposes of impairment testing, goodwill is allocated to each of the Group's cash-generating units (or groups of cash-generating units) that is expected to benefit from the synergies of the combination.
A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised directly in profit or loss. An impairment loss recognised for goodwill is not reversed in subsequent periods.
On disposal of the relevant cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.
Revenue is measured at the transaction price and represents amounts receivable for goods and services provided in the normal course of business, net of discounts, VAT and other sales related taxes.
Revenue is recognised at a point in time when a performance obligation is satisfied by transferring a good or service to the customer. An asset is transferred when the customer obtains control of that asset. Revenue is recognised over time when a performance obligation is satisfied by the customer simultaneously receiving and consuming the benefits over the period of the contract.
When payment is received in advance of a performance obligation being satisfied it is recorded on the balance sheet as deferred revenue. Revenue is then recognised at the point in time, or over the period that the performance obligation is satisfied.
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
2.Accounting policies (continued)
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.
All other borrowing costs are recognised in profit or loss in the period in which they are incurred.
Income tax expense represents the sum of the tax currently payable and deferred tax.
|
|
|
Property, plant and equipment
|
Items of property, plant and equipment are measured at cost less accumulated depreciation and any accumulated impairment losses.
If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. Any gain or loss on disposal of an item of property, plant and equipment is recognised in profit or loss. Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.
Depreciation is provided on all other items of property, plant and equipment so as to write off their carrying value over their expected useful economic lives. It is provided at the following rates:
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|
|
|
|
|
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Other property, plant and equipment
|
|
Over the term of the lease
|
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
2.Accounting policies (continued)
|
(i) Intangible assets acquired separately
|
Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised on a straight-line basis over their estimated useful lives. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated impairment losses.
|
|
(ii) Intangible assets acquired in a business combination
|
Intangible assets acquired in a business combination and recognised separately from goodwill are initially recognised at their fair value at the acquisition date (which is regarded as their cost).
Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.
All regular way purchases or sales of financial assets are recognised and derecognised on a trade date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace.
All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
2.Accounting policies (continued)
|
|
|
Financial assets (continued)
|
|
|
(i) Classification of financial assets
|
Debt instruments that meet the following conditions are subsequently measured at amortised cost:
∙the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
∙the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Debt instruments that meet the following conditions are subsequently measured at fair value through other comprehensive income (FVOCI):
∙the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling the financial assets; and
∙the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
By default, all other financial assets are subsequently measured at fair value through profit or loss (FVTPL).
Despite the aforegoing, the Group may make the following irrevocable election/designation at initial recognition of a financial asset:
∙the Group may irrevocably elect to present subsequent changes in fair value of an equity instrument in other comprehensive income if certain criteria are met; and
∙the Group may irrevocably designate a debt investment that meets the amortised cost or FVOCI criteria as measured at FVTPL if doing so eliminates or significantly reduces an accounting mismatch (see (ii) Financial assets at FVTPL).
|
|
(ii) Financial assets at FVTPL
|
Financial assets that do not meet the criteria for being measured at amortised cost or FVOCI are measured at FVTPL. Specifically:
∙investments in equity instruments are classified as at FVTPL, unless the Group designates an equity instrument that is neither held for trading nor a contingent consideration arising from a business combination as at FVOCI on initial recognition.
∙debt instruments that do not meet the amortised cost criteria or the FVOCI criteria are classified as at FVTPL. In addition, debt instruments that meet either the amortised cost criteria or the FVOCI criteria may be designated as at FVTPL upon initial recognition if such designation eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities or recognising the gains and losses on them on different bases.
Financial assets at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognised in profit or loss to the extent they are not part of a designated hedging relationship (see note ). The net gain or loss recognised in profit or loss includes any dividend or interest earned on the financial asset and is included in the 'fair value gains/losses' line item. Fair value is determined in the manner described in note .
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
2.Accounting policies (continued)
|
|
|
Financial liabilities and equity instruments
|
|
(i) Classification as debt or equity
|
Debt and equity instruments issued by a group entity are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by a group entity are recognised at the proceeds received, net of direct issue costs.
Repurchase of the Company's own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company's own equity instruments.
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
2.Accounting policies (continued)
|
|
|
Financial liabilities and equity instruments (continued)
|
|
|
(iii) Financial liabilities
|
All financial liabilities are subsequently measured at amortised cost using the effective interest method or at FVTPL.
However, financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or when the continuing involvement approach applies, financial guarantee contracts issued by the Group, and commitments issued by the Group to provide a loan at below-market interest rate are measured in accordance with the specific accounting policies set out below.
Financial liabilities at FVTPL
Financial liabilities are classified as at FVTPL when the financial liability is (i) contingent consideration of an acquirer in a business combination to which IFRS 3 applies, (ii) held for trading, or (iii) it is designated as at FVTPL.
A financial liability is classified as held for trading if:
∙it has been incurred principally for the purpose of repurchasing it in the near term;
∙on initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking; or
∙it is a derivative, except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument.
A financial liability other than a financial liability held for trading or contingent consideration of an acquirer in a business combination may be designated as at FVTPL upon initial recognition if:
∙such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or
∙the financial liability forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group's documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or
∙it forms part of a contract containing one or more embedded derivatives, and IFRS 9 permits the entire combined contract to be designated as at FVTPL.
Financial liabilities at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised in profit or loss to the extent that they are not part of a designated hedging relationship (see note ). The net gain or loss recognised in profit or loss incorporates any interest paid on the financial liability and is included in the ‘fair value gains/losses' line item.
However, for financial liabilities that are designated as at FVTPL, the amount of change in the fair value of the financial liability that is attributable to changes in the credit risk of that liability is recognised in other comprehensive income, unless the recognition of the effects of changes in the liability's credit risk in other comprehensive income would create or enlarge an accounting mismatch in profit or loss. The remaining amount of change in the fair value of the liability is recognised in profit or loss. Changes in fair value attributable to a financial liability's credit risk that are recognised in other comprehensive income are not subsequently reclassified to profit or loss; instead, they are transferred to retained earnings upon derecognition of the financial liability.
Gains or losses on financial guarantee contracts and loan commitments issued by the Group that are designated by the Group as at FVTPL are recognised in profit or loss.
Fair value is determined in the manner described in note.
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
2.Accounting policies (continued)
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|
|
Financial liabilities and equity instruments (continued)
|
|
|
(iii) Financial liabilities (continued)
|
Financial liabilities subsequently measured at amortised cost
Financial liabilities that are not (i) contingent consideration of an acquirer in a business combination, (ii) held for trading, or (iii) designated as at FVTPL, are subsequently measured at amortised cost using the effective interest method.
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortised cost of a financial liability.
Foreign exchange gains and losses
For financial liabilities that are denominated in a foreign currency and are measured at amortised cost at the end of each reporting period, the foreign exchange gains and losses are determined based on the amortised cost of the instruments. These foreign exchange gains and losses are recognised in the 'finance income' or 'finance expense' line item, for gains and losses respectively, in profit or loss for financial liabilities that are not part of a designated hedging relationship.
The fair value of financial liabilities denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of the reporting period. For financial liabilities that are measured as at FVTPL, the foreign exchange component forms part of the fair value gains or losses and is recognised in profit or loss for financial liabilities that are not part of a designated hedging relationship.
See note regarding the recognition of exchange differences where the foreign currency risk component of a financial liability is designated as a hedging instrument for a hedge of foreign currency risk.
Derecognition of financial liabilities
The Group derecognises financial liabilities when, and only when, the Group's obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss.
Dividends are recognised when they become legally payable. In the case of interim dividends to equity shareholders, this is when declared by the directors. In the case of final dividends, this is when approved by the shareholders at the AGM.
Dividends on preference shares, which are classified as a financial liability, are treated as finance costs and are recognised on an accruals basis when an obligation exists at the reporting date.
|
|
Functional and presentation currency
|
These consolidated financial statements are presented in pound sterling, which is the Company's functional currency. All amounts have been rounded to the nearest pound, unless otherwise indicated.
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
|
|
Accounting estimates and judgments
|
|
|
4.1 Estimates and assumptions
|
Estimate and assumptions
In preparing these financial statements, the directors consider the only signifcant judgements or estimations relate solely around the intangible assets, being goodwill and other intangibles.
The directors review these on a regular basis ensuring these are held at their fair value, with valuation amendments being raised through impairment.
|
|
|
|
|
The following is an analysis of the Group's revenue for the period from continuing operations:
|
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|
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|
|
|
|
|
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Analysis of revenue by country of destination:
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|
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|
|
|
|
|
|
|
|
|
|
|
During the period, the Group obtained the following services from the Company's auditor:
|
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|
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|
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|
|
|
|
|
|
Fees payable to the Company's auditor for the audit of the consolidated and parent Company's financial statements
|
|
|
|
Fees payable to the Company's auditor for the non-audit services provided on the consolidated and parent Company's financial statements
|
|
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
|
|
Employee benefit expenses
|
|
|
|
|
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|
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|
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|
|
|
|
|
Employee benefit expenses (including directors) comprise:
|
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|
|
|
|
|
|
|
|
Defined contribution pension cost
|
|
|
|
|
|
|
|
The monthly average number, including the directors, employed by the Group during the period was as follows:
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
Finance income and expense
|
|
|
Recognised in profit or loss
|
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|
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|
|
Interest on lease liabilities
|
|
|
|
Other loan interest payable
|
|
|
|
|
|
|
|
|
|
|
|
Net finance expense recognised in profit or loss
|
|
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
|
|
|
|
|
|
|
Included within administrative expenses are exceptional items listed below:
|
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|
|
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|
|
|
|
|
|
|
|
|
|
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
|
|
|
|
|
10.1 Income tax recognised in profit or loss
|
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|
|
Current tax on profits for the period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The reasons for the difference between the actual tax charge for the period and the standard rate of corporation tax in the United Kingdom applied to losses for the period are as follows:
|
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|
|
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|
|
(Loss)/profit for the period
|
|
|
|
Income tax expense (including income tax on associate, joint venture and discontinued operations)
|
|
|
|
(Loss)/profit before income taxes
|
|
|
|
|
|
|
|
Tax using the Company's domestic tax rate of 25% (2024:25%)
|
|
|
|
Expenses not deductible for tax purposes
|
|
|
|
Capital allowances for the year in excess of depreciation
|
|
|
|
|
|
|
|
10.2 Current tax assets and liabilities
|
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|
|
|
|
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|
|
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|
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|
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|
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Corporation tax repayable
|
|
|
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
10.Tax expense (continued)
|
|
|
|
10.3 Deferred tax balances
|
|
|
The following is the analysis of deferred tax assets/(liabilities) presented in the consolidated statement of financial position:
|
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Recognised in profit or loss
|
|
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|
|
|
|
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|
|
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|
|
|
|
|
|
Deferred tax (liabilities)/assets in relation to:
|
|
|
|
|
|
|
|
|
|
|
|
Tax losses carried forward
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
Dividend of 1 pence per Ordinary share.
|
|
|
|
|
|
The directors are not proposing a final dividend.
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
|
|
Property, plant and equipment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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|
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|
Acquisition of subsidiary
|
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|
|
|
|
|
|
|
|
|
Other property, plant and equipment
|
|
|
|
|
|
|
|
Accumulated depreciation and impairment
|
|
|
|
|
Charge owned for the period
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
12.Property, plant and equipment (continued)
|
|
12.1. Assets held under leases
|
|
|
The net book value of owned and leased assets included as "Property, plant and equipment" in the Consolidated Statement of Financial Position is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment owned
|
|
|
|
Right-of-use assets, excluding investment property
|
|
|
|
|
|
|
|
Information about right-of-use assets is summarised below:
Net book value
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
Office and computer equipment
|
|
|
|
|
|
|
|
Depreciation charge for the period ended
|
|
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|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
Office and computer equipment
|
|
|
|
|
|
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
|
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Acquired through business combinations
|
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Acquired through business combinations
|
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Accumulated amortisation and impairment
|
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|
|
|
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|
|
Accumulated amortisation and impairment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
|
|
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|
|
|
Acquired through business combinations
|
|
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|
|
|
|
|
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|
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|
|
|
|
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|
|
Details of the Group's material subsidiaries at the end of the reporting period are as follows:
|
|
|
|
|
|
Place of incorporation and operation
|
Proportion of ownership interest and voting power held by the Group (%)
|
|
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|
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|
|
1) Inspirit Franklin Midco Limited
|
Intermediate holding company
|
|
|
|
|
2) Inspirit Franklin Holdings Limited
|
Intermediate holding company
|
|
|
|
|
3) HSJ Information Limited
|
Provision of specialist healthcare data and information solutions
|
|
|
|
|
|
Holding entity of the Interactive Medica Group
|
|
|
|
|
|
Provision of internet based management tools
|
|
|
|
|
6) Interactive Medica Limited
|
Provision of internet based management tools
|
|
|
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
|
|
Investments in subsidiary companies
|
|
|
|
|
|
|
|
|
|
Investments in subsidiary companies
|
|
|
|
|
|
|
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
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Trade and other receivables
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Receivables from related parties
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Total financial assets other than cash and cash equivalents classified as loans and receivables
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Prepayments and accrued income
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Total trade and other receivables
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Receivables from related parties
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Total financial assets other than cash and cash equivalents classified as loans and receivables
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Total trade and other receivables
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Less: current portion - receivables from related parties
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Total non-current portion
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The carrying value of trade and other receivables classified as loans and receivables approximates fair value.
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
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Total financial liabilities, excluding loans and borrowings, classified as financial liabilities measured at amortised cost
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Other payables - tax and social security payments
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Total trade and other payables
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Less: current portion - trade payables
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Less: current portion - other payables
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Less: current portion - accruals
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Less: current portion - deferred income
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Total non-current position
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
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Redeemable preference shares
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Total loans and borrowings
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Other loans are made up of loan notes issued on the acquisition of the subsidiaries.
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Redeemable preference shares
|
Redeemable preference shares are issued at par.
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
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Ordinary shares of £0.01 each
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Shares treated as liability
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Preference shares of £0.01 each
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Ordinary shares of £0.01 each
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Preference shares shares of £0.01 each
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
Foreign exchange reserve
Foreign exchange translation reserves include exchange differences arising on the translation of overseas subsidiaries that are recognised in other comprehensive income and accumulated in a seperate reserve within equity.
Retained earnings
Accumulated losses comprise the accumulated retained losses.
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Group as a lessee
The group holds lease agremeents over the property and office space used within the business. By virtue of IFRS16, this creates a right of use asset with a corresponding lease liability. The right of use asset is depreciated overthe term of the lease.
Liabilities are due as follows:
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Between one and five years
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The following amounts in respect of leases, where the Group is a lessee, have been recognised in profit or loss:
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Interest expense on lease liabilities
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Depreciation and lease liability incentive
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
|
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Related party transactions
|
Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below.
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22.1 Other related party transactions
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Other related party transactions are as follows:
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Related party relationship
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Redeemable preference shares
|
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|
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Interest on redeemable preference shares
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The ultimate controlling party is Inspirit II GP LLP.
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
|
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Business combinations during the period
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24.1 Subsidiaries acquired
|
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Proportion of voting equity interests acquired
|
Consideration transferred
|
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HSJ Information Ltd & Interactive Medica Group
|
Provision of specialist
heathcare data and
information solutions
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The companies listed below were all aquired at their incorporation date and therefore there is no consideration of goodwill to be recognised.
Inspirit Franklin Midco
Inspirit Franklin Holdings Limited
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24.2 Consideration transferred
|
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HSJ Information Ltd & Interactive Medica Group
|
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Settlement of connected party balances
|
|
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INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
24.Business combinations during the period (continued)
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24.3 Assets acquired and liabilities recognised at the date of acquisition
|
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HSJ Information Ltd & Interactive Medica Group
|
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|
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|
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|
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|
|
Property, plant and equipment
|
|
|
|
|
|
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|
Trade and other receivables
|
|
|
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|
|
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|
|
|
|
|
|
|
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|
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Trade and other liabilities
|
|
|
|
|
|
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|
|
24.4 Goodwill arising on acquisition
|
|
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|
HSJ Information Ltd & Interactive Medica Group
|
|
|
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|
|
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|
|
|
Consideration transferred
|
|
|
|
|
|
|
|
|
|
Other intangible assets identified
|
|
|
|
|
Goodwill arising on acquisition
|
|
|
|
|
24.5 Net cash outflow on acquisition
|
|
|
|
|
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|
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|
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|
|
|
|
|
|
Consideration paid in cash
|
|
|
|
|
|
|
|
INSPIRIT FRANKLIN TOPCO LTD
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2025
24.Business combinations during the period (continued)
|
|
24.6 Impact of acquisition on the results of the Group
|
Since the acquisition of subsidiaries, revenue generated for the period ended 30 June 2025 was £20,868,613 and total loss for the period was £3,937,335.
|
|
|
|
|
The company manages its capital to ensure that it will be able to continue as a going concern.
|
|
|
The capital structure of the Company includes cash and cash equivalents and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained earnings.
|
|
|
The Group is not subject to any externally imposed capital requirements.
|
|