Avocor Limited - Period Ending 2019-06-30

Registration number: 03974449

Avocor Limited

Annual Report and Unaudited Financial Statements

for the Year Ended 30 June 2019

Avocor Limited

Contents

Balance Sheet	1 to 2
Notes to the Financial Statements	3 to 8

Avocor Limited

(Registration number: 03974449)
Balance Sheet as at 30 June 2019

	Note	2019 £	2018 £
Fixed assets
Intangible assets	4	105,095	79,224
Tangible assets	5	10,625	18,702
		115,720	97,926
Current assets
Stocks		357,331	1,484,492
Debtors	6	1,658,357	1,445,893
Cash at bank and in hand		121,572	89,219
		2,137,260	3,019,604
Creditors: Amounts falling due within one year	7	(5,243,812)	(4,794,069)
Net current liabilities		(3,106,552)	(1,774,465)
Net liabilities		(2,990,832)	(1,676,539)
Capital and reserves
Called up share capital	8	1,000,000	1,000,000
Profit and loss account		(3,990,832)	(2,676,539)
Total equity		(2,990,832)	(1,676,539)

For the financial year ending 30 June 2019 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

•	The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and
•	The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime and the option not to file the Profit and Loss Account has been taken.

The notes on pages 3 to 8 form an integral part of these financial statements.

Page 1

Avocor Limited

(Registration number: 03974449)
Balance Sheet as at 30 June 2019

Approved and authorised by the Board on 29 April 2020 and signed on its behalf by:
 

.........................................

S Hix
Company secretary and director

The notes on pages 3 to 8 form an integral part of these financial statements.

Page 2

Avocor Limited

Notes to the Financial Statements for the Year Ended 30 June 2019

1	General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Arena Building Centre
Building B
Riverside Way,
Camberley
Surrey
GU15 3YL
United Kingdom

2	Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Presentational currency is sterling, £, and the financial statements are in round pounds except for some notes which are in greater detail.

Going concern

The financial statements have been prepared on the going concern basis. The company is reliant on continued shareholder funding and the support of its largest trade creditor in order to continue.

The business is supported by personal guarantees from shareholders to trade creditors and banks.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

Tax

The tax expense for the period comprises current tax payable.

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 taxable income.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

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Avocor Limited

Notes to the Financial Statements for the Year Ended 30 June 2019

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class	Depreciation method and rate
Fixtures and fittings	33% straight line basis
Office equipment	33% straight line basis

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class	Amortisation method and rate
Development costs and website	33% - 50% straight line basis

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

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Avocor Limited

Notes to the Financial Statements for the Year Ended 30 June 2019

3	Staff numbers

The average number of persons employed by the company (including directors) during the year, was 18 (2018 - 18).

4	Intangible assets

	Development costs and website  £	Total £
Cost or valuation
At 1 July 2018	134,620	134,620
Additions acquired separately	140,204	140,204
At 30 June 2019	274,824	274,824
Amortisation
At 1 July 2018	55,396	55,396
Amortisation charge	114,333	114,333
At 30 June 2019	169,729	169,729
Carrying amount
At 30 June 2019	105,095	105,095
At 30 June 2018	79,224	79,224

The aggregate amount of research and development expenditure recognised as an expense during the period is £112,269 (2018 - £Nil).
 

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Avocor Limited

Notes to the Financial Statements for the Year Ended 30 June 2019

5	Tangible assets

	Fixtures and fittings £	Office equipment £	Total £
Cost or valuation
At 1 July 2018	10,987	28,345	39,332
Additions	-	6,174	6,174
Disposals	-	(1,295)	(1,295)
At 30 June 2019	10,987	33,224	44,211
Depreciation
At 1 July 2018	7,185	13,445	20,630
Charge for the year	3,451	10,440	13,891
Eliminated on disposal	-	(935)	(935)
At 30 June 2019	10,636	22,950	33,586
Carrying amount
At 30 June 2019	351	10,274	10,625
At 30 June 2018	3,802	14,900	18,702

6

Debtors

	2019 £	2018 £
Trade debtors	1,489,100	1,317,852
Prepayments	57,855	77,154
Other debtors	111,402	50,887
	1,658,357	1,445,893

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Avocor Limited

Notes to the Financial Statements for the Year Ended 30 June 2019

7

Creditors

Creditors: amounts falling due within one year

	2019 £	2018 £
Due within one year
Loans and borrowings	1,066,686	908,407
Trade creditors	3,226,326	3,330,490
Taxation and social security	73,153	70,902
Other creditors	877,647	484,270
	5,243,812	4,794,069

Within loans and borrowings is an invoice finance facility which is secured by a fixed and floating charge over the company's assets. The balance on the facility at the period end was £1,066,686 (2018: £908,407).

8	Share capital

Allotted, called up and fully paid shares

	2019		2018
	No.	£	No.	£
Ordinary shares of £1 each of £1 each	1,000,000	1,000,000	1,000,000	1,000,000

9	Loans and borrowings

	2019 £	2018 £
Current loans and borrowings
Other borrowings	1,066,686	908,407

10	Financial commitments, guarantees and contingencies

Amounts not provided for in the balance sheet

The total amount of financial commitments not included in the balance sheet is £Nil (2018 - £110,229). Financial commitments related to non-cancellable operating lease commitment of property, which expired during the year.

11	Related party transactions

Summary of transactions with other related parties

Page 7

Avocor Limited

Notes to the Financial Statements for the Year Ended 30 June 2019

Shareholder transactions
 Sarah Large and Nigel Steljes had loans with the company. At the balance sheet date the amount due to Sarah Large was £2,187 (2018: £2,187). The amount due to Nigel Steljes was £435,342 (2018: £300,707).
 

12	Non adjusting events after the financial period

In August 2019, the entire share capital of the Company was acquired by Avocor Technologies (USA) Inc, of Wilsonville Oregon. As a result of the transaction the total equity increased by £2,991,697.

Within the Trade Creditor balance as at 30 June 2019 is an amount of £2.56m owed to Agile Display Solutions Limited. Upon the acquisition of Avocor Limited by Avocor Technologies USA, Inc, $1.35m of the debt was converted to a loan repayable on demand. The loan accrues interest at 2.95% per annum. The remaining balance was exchanged for 699,300 shares of Series A Preferred Stock in Avocor Technologies USA, Inc.

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