Swisslog (UK) Ltd - Accounts


Registered number
02775102
Swisslog (UK) Ltd
Report and Financial Statements
31 December 2019
Swisslog (UK) Ltd
Registered number: 02775102
Directors' Report
The directors present their report and financial statements for the year ended 31 December 2019.
Principal activities
The principal activities of the company during the year were the delivery of industry-specific solutions for automated and manual warehouses and distribution centres, provision of consultancy services, software solutions, general contracting, implementation and customer support.
Research and development
The immediate parent undertaking, Swisslog Holding AG, develops and maintains application software such as "Warehouse Manager", "Application Manager" and "SPOC" which is granted to the company under licence. Therefore no research and development is conducted directly by the company.
Directors
The following persons served as directors during the year:
J N Adams
J A Sharples
A Trioschi
A K Kueffer (appointed 1 April 2019)
L Aebersold (resigned 31 March 2019)
The company has granted an indemnity to one or more of its directors against liability in respect of proceedings brought by third parties, subject to the conditions set out in section 234 of the Companies Act 2006. Such qualifying third party indemnity provision remains in force as at the date of approving the Director's report.
Strategic Report
The company has chosen in accordance with s.414C(11) Companies Act 2006 to set out in the company's strategic report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 to be contained in the directors' report. It has done so in respect of business review, principal risks and future developments.
Disclosure of information to auditors
Each person who was a director at the time this report was approved confirms that:
so far as he is aware, there is no relevant audit information of which the company's auditor is unaware; and
he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditor is aware of that information.
This report was approved by the board on 6 August 2020 and signed on its behalf.
J A Sharples
Director
Swisslog (UK) Ltd
Statement of Directors' Responsibilities
The directors are responsible for preparing the report and financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (Financial Reporting Standard 102 and applicable law). Under company law the directors must not approve the 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 financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and 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;
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 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.
Swisslog (UK) Ltd
Strategic Report
Review of the business
The company continued its year on year growth and has strengthened its position in the industry.
Revenues in 2019 increased by 71% on 2018. The majority of the increase was achieved through
expansion in new business projects activity. Higher volumes have resulted in additional customer
support work.
New business projects activity more than doubled from £17.7m to £42.0m year on year, whereas
customer support increased by 4% from £17.2m in 2018 to £17.8m in 2019.
The Key Performance Indicators used by the business are:
Perfomance in 2019 Performance in 2018
Turnover £59.8m £34.9m
Operating profit £0.1m £1.8m
Profit before tax £0m £1.7m
Shareholders' deficit (£6.2m) (£5.8m)
Average number of employees 202 191
Principal risks and uncertainties
Contractual: Long-term contracts are entered into with customers to provide industry specific solutions for the delivery of automated and manual warehouses and distributions centres. These contracts may contain provision for liquidated damages connected with delivery dates and performance criteria. Failure to meet these contractual obligations would result in the company incurring significant costs. To manage such risks, the company has established rigorous quality control procedures under the guidance of its parent undertaking for project execution and risk management. In addition, the company is able to pass on some of this risk to contractors.
Financial: The company has established a risk and financial management framework in collaboration with its parent undertaking. The objectives of this framework are to protect the company from undue exposure due to insufficient working capital, foreign exchange rate movements and onerous legal obligations when entering into contractual relationships.
Insufficient Working Capital: The company manages credit risk by ensuring that customers are only granted deferred payment terms as appropriate to their payment history and subject to credit worthiness checks. Liquidity risk is mitigated by managing cash flow generation throughout its operation and by applying cash collection procedures. Cash flow risk is managed by careful negotiation of terms with customers and suppliers. This is further facilitated by group framework agreements with regards to major suppliers, which are negotiated by the parent undertaking's central purchasing function.
Foreign Exchange Rates: Wherever possible, transactions with customers and suppliers are conducted in Sterling. Where foreign currency transactions are necessary, natural hedging is used wherever possible to match inflows and outflows of the same currency. Where this is not possible, support is provided by the parent undertaking's corporate treasury function who will provide the company with a project hedge agreement. This is a forward currency contract provided to reduce the exposure to foreign exchange rate volatility by fixing the rate of any material foreign currency payments.
Legal Obligations: The parent undertaking has a central legal department which provides legal support and advice on contractual issues in order to limit the company's exposure to onerous legal commitments.
Covid-19 impact
As a result of the coronavirus pandemic, the company has seen a slowdown in new orders in the first half of 2020, as customers delay investment decisions. The company does, however, have a strong order backlog which has helped minimise the impact to the business. The business has also been supported by its strong base of customer support contracts, which have been largely unaffected due to the diverse mix of customers, including supermarkets and healthcare providers.
Future developments
The company is projecting further growth in new business turnover, through both the progression of existing projects and from the strong order book, and a modest increase in customer support activity. Gross margins are anticipated to dilute a little but continued profitability is expected in the coming year.
This report was approved by the board on 6 August 2020 and signed on its behalf.
J A Sharples
Director
Swisslog (UK) Ltd
Independent auditor's report
to the member of Swisslog (UK) Ltd
Opinion
We have audited the financial statements of Swisslog (UK) Ltd for the year ended 31 December 2019 which comprise the Income Statement, 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 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 company's affairs as at 31 December 2019 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice;
have been prepared in accordance with the requirements of the Companies Act 2006.
Basis of 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
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.
Other information
The other information comprises the information included in the report and financial statements, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information. 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. In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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 the 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
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, 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 either intend 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.
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 our 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.
Haydn Pyatt
(Senior Statutory Auditor) 11 Kingfisher Business Park
for and on behalf of Arthur Street
Mills Pyatt Limited Redditch
Accountants and Statutory Auditors Worcestershire
6 August 2020 B98 8LG
Swisslog (UK) Ltd
Income Statement
for the year ended 31 December 2019
Notes 2019 2018
£ £
Turnover 3 59,808,031 34,939,142
Cost of sales (53,209,704) (27,391,620)
Gross profit 6,598,327 11.0% 7,547,522 21.6%
Distribution costs (2,355,790) (1,969,498)
Administrative expenses (4,099,930) (3,736,294)
Operating profit 4 142,607 1,841,730
Interest receivable 29,844 12,584
Interest payable 7 (82,402) (62,708)
Pension related finance costs (126,000) (116,000)
(Loss)/profit on ordinary activities before taxation (35,951) 1,675,606
Tax on (loss)/profit on ordinary activities 8 - -
(Loss)/profit for the financial year (35,951) 1,675,606
(Loss)/profit attributable to:
Owners of the parent (35,951) 1,675,606
Swisslog (UK) Ltd
Statement of comprehensive income
for the year ended 31 December 2019
Notes 2019 2018
£ £
(Loss)/profit for the financial year (35,951) 1,675,606
Other comprehensive income
Remeasurements of defined benefit liability (326,000) (647,000)
Total comprehensive income for the year (361,951) 1,028,606
(Loss)/profit attributable to:
Owners of the parent (361,951) 1,028,606
Swisslog (UK) Ltd Reg no. 02775102
Statement of Financial Position
as at 31 December 2019
Notes 2019 2018
£ £
Fixed assets
Tangible assets 9 1,420,437 129,579
Current assets
Stocks 10 100,217 111,126
Debtors 11 12,480,180 10,417,985
Cash at bank and in hand 3,635,530 679,776
16,215,927 11,208,887
Creditors: amounts falling due within one year 12 (18,335,468) (12,243,057)
Net current liabilities (2,119,541) (1,034,170)
Total assets less current liabilities (699,104) (904,591)
Creditors: amounts falling due after more than one year 13 (983,438) -
Provisions for liabilities
Pension liability 15 (4,521,000) (4,937,000)
Net liabilities (6,203,542) (5,841,591)
Capital and reserves
Called up share capital 16 250,000 250,000
Profit and loss account 17 (6,453,542) (6,091,591)
Total equity (6,203,542) (5,841,591)
J A Sharples
Director
Approved by the board on 6 August 2020
Swisslog (UK) Ltd
Statement of Changes in Equity
for the year ended 31 December 2019
Share Share Other Profit Total
capital premium reserves and loss
account
£ £ £ £ £
At 1 January 2018 250,000 - - (7,120,197) (6,870,197)
Profit for the financial year attributable to owners of the parent 1,675,606 1,675,606
Other comprehensive income for the financial year - - - (647,000) (647,000)
Total comprehensive income for the financial year - - - 1,028,606 1,028,606
At 31 December 2018 250,000 - - (6,091,591) (5,841,591)
At 1 January 2019 250,000 - - (6,091,591) (5,841,591)
Loss for the financial year attributable to owners of the parent (35,951) (35,951)
Other comprehensive income for the financial year - - - (326,000) (326,000)
Total comprehensive income for the financial year - - - (361,951) (361,951)
At 31 December 2019 250,000 - - (6,453,542) (6,203,542)
Swisslog (UK) Ltd
Notes to the Accounts
for the year ended 31 December 2019
1 Summary of significant accounting policies
Basis of preparation
These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework March 2018 ("FRS 101"). The financial statements present information relating to the individual entity.

In preparing these financial statements, the company applies the recognition, measurement and disclosure requirements of International Financial Reporting Standards as adopted by the EU ("Adopted IFRSs"), but makes amendments where necessary in order to comply with the Companies Act 2006 and applies the reduced disclosure framework under FRS 101. Exemptions that have been applied in these financial statements under the provisions of FRS 101 are in respect of:

- A Cash Flow Statement and related notes;
- Comparative period reconciliations for share capital and tangible fixed assets;
- Disclosures in respect of capital management;
- The effects of new but not yet effective IFRS's; and
- Disclosures in respect of the compensation of Key Management Personnel.

The company's intermediate parent undertaking KUKA Aktiengesellschaf includes the company in its consolidated financial statements, which are prepared in accordance with IFRS and are available from Zugspitzstr. 140, 86165 Augsburg, Germany. As these consolidated financial statements include the equivalent disclosures, the company has taken advantage of FRS 101 disclosure exemption provisions in respect of:

- Certain disclosures required by IFRS 13 Fair Value Measurement; and
- Disclosures required by IFRS 7 Financial Instruments Disclosures.

Judgements made by the directors in the application of these accounting policies that have significant effect on the financial statements and estimates with a significant risk of material adjustment in the next year are discussed in the notes. Unless otherwise stated, accounting policies have been applied consistently to all periods presented in these financial statements.
Measurement convention
The financial statements are prepared on the historical cost basis except that the following assets and liabilities are stated at their fair value: derivative financial instruments and financial instruments classified as fair value through the profit or loss or as available-for-sale. Non-current assets and disposal groups held for sale are stated at the lower of previous carrying amount and fair value less costs to sell.
Turnover
Turnover, which excludes value added tax and trade discounts, represents the value of goods and services supplied and the value of long-term contract work completed. Revenue from maintenance contracts is recognised rateably over the term of the contract, and revenue from sales of spare parts is recognised when the parts are shipped to the customer.

Turnover on long-term contracts is recognised according to the stage reached in the contract by reference to the value of work done. An estimate of the profit attributable to work completed is recognised once the outcome of the contract can be assessed with reasonable certainty.
Going concern
The company's business activities, together with the factors likely to affect its future development, performance and position, are set out in the Strategic report and Directors' report.

The financial statements have been prepared on the going concern basis, notwithstanding net current liabilities, which the directors believe to be appropriate for the following reasons. The company is dependent for its working capital upon funds provided to it by Swisslog Holding AG, the company's direct parent undertaking, which itself is a wholly owned subsidiary of KUKA Aktiengesellschaf. KUKA Aktiengesellschaf has provided the company with an undertaking that, provided that on a fully diluted basis it beneficially holds more than 50% of the shares of the company for at least 12 months from the date of approval of these financial statements, it will continue to make available such funds as are needed by the company. This should enable the company to continue in operational existence for the foreseeable future by meeting its liabilities as they fall due for payment.

On 6 January 2017, MECCA International (BVI) Limited, a wholly-owned subsidiary of Midea Group Co. Ltd acquired KUKA Aktiengesellschaf. From this date, Swisslog (UK) Ltd's ultimate parent company and ultimate controlling party became Midea Group Co. Ltd. KUKA Aktiengesellschaf remains an intermediate parent of the company.

As with any company placing reliance on other group entities for financial support, the Directors acknowledge that there can be no certainty that this support will continue, although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

Based on this undertaking, the directors believe that it remains appropriate to prepare the financial statements on a going concern basis. The financial statements do not include any adjustments which would result in the basis of preparation being inappropriate.
Tangible fixed assets
Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses. Where parts of an item of tangible fixed assets have different useful lives, they are accounted for as separate items of tangible fixed assets.

Depreciation is charged to the profit and loss account on a straight-line basis over the estimated useful lives of each part of an item of tangible fixed assets. Depreciation methods, useful lives and residual values are reviewed at each balance sheet date. The estimated useful lives are as follows:
Right of use assets (held under finance leases) over the lease term
Plant and equipment 3 - 10 years
Fixtures and fittings 5 - 10 years
Stocks
Stocks are stated at the lower of cost and net realisable value. Cost is based on the weighted average principle and includes expenditure incurred in acquiring the stocks, production or conversion costs and other costs in bringing them to their existing location and condition. In the case of manufactured stocks and work in progress, cost includes an appropriate share of overheads based on normal operating capacity.
Taxation
Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the profit and loss account except to the extent that it relates to items recognised directly in equity or other comprehensive income, in which case it is recognised directly in equity or other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.

Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Temporary differences are not provided for on the initial recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business combination. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised.
Provisions
A provision is recognised in the balance sheet when the company has a present legal or constructive obligation as a result of a past event, that can be reliably measured and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects risks specific to the liability.
Foreign currency translation
Transactions in foreign currencies are translated to the company's functional currencies at the foreign exchange ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are retranslated to the functional currency at the foreign exchange rate ruling at that date. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are retranslated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined. Foreign exchange differences arising on translation are recognised in the profit and loss account.
Leased assets
A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership. All other leases are classified as operating leases. The rights of use and obligations under finance leases are initially recognised as assets and liabilities at amounts equal to the fair value of the leased assets or, if lower, the present value of the minimum lease payments. Minimum lease payments are apportioned between the finance charge and the reduction in the outstanding liability using the effective interest rate method. The finance charge is allocated to each period during the lease so as to produce a constant periodic rate of interest on the remaining balance of the liability. Leased assets are depreciated in accordance with the company's policy for tangible fixed assets. If there is no reasonable certainty that ownership will be obtained at the end of the lease term, the asset is depreciated over the lower of the lease term and its useful life. The company adopted IFRS 16 Leases with effect from 1 January 2019. Assets previously accounted for as operating leases are now required to be treated as finance leases, except for those acquired for a period of less than twelve months or of a trivial nature. There is no requirement to restate the prior year balance sheet under IFRS 16 on the same basis. However, the Other Financial Commitments note to the accounts below does provide a restated comparative of total future lease payments under operating leases to encourage data comparability and understanding. Other operating lease payments are recognised as an expense on a straight line basis over the lease term.
Non-derivative financial instruments
Non-derivative financial instruments comprise investments in equity and debt securities, trade and other debtors, cash and cash equivalents, loans and borrowings, and trade and other creditors.

Trade and other debtors: Trade and other debtors are recognised initially at fair value. Subsequent to initial recognition they are measured at amortised cost using the effective interest method, less any impairment losses.

Trade and other creditors: Trade and other creditors are recognised initially at fair value. Subsequent to initial recognition they are measured at amortised cost using the effective interest method.

Cash and cash equivalents: Cash and cash equivalents comprise cash balances and call deposits.

Interest-bearing borrowings: Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost using the effective interest method, less any impairment losses.
Derivative financial instruments and hedging
Derivative financial instruments: Derivative financial instruments are recognised at fair value. The gain or loss on remeasurement to fair value is recognised immediately in profit or loss. However, where derivatives qualify for hedge accounting, recognition of any resultant gain or loss depends on the nature of the item being hedged (see below).

Cash flow hedges: Where a derivative financial instrument is designated as a hedge of the variability in cash flows of a recognised asset or liability, or a highly probable forecast transaction, the effective part of any gain or loss on the derivative financial instrument is recognised directly in the hedging reserve. Any ineffective portion of the hedge is recognised immediately in the profit and loss account.

Fair value hedges: Where a derivative financial instrument is designated as a hedge of the variability in fair value of a recognised asset or liability or an unrecognised firm commitment, all changes in the fair value of the derivative are recognised immediately in the profit and loss account. The carrying value of the hedged item is adjusted by the change in fair value that is attributable to the risk being hedged (even if it is normally carried at cost or amortised cost) and any gains or losses on remeasurement are recognised immediately in the profit and loss account (even if those gains would normally be recognised directly in reserves).
Construction contract debtors
Construction contract debtors represent the gross unbilled amount for contract work performed to date. They are measured at cost plus profit recognised to date (see the turnover accounting policy) less a provision for foreseeable losses and less progress billings. Variations are included in contract revenue when they are reliably measurable and it is probable that the customer will approve the variation itself and the revenue arising from the variation. Claims are included in contract revenue only when they are reliably measurable and negotiations have reached an advanced stage such that it is probable that the customer will accept the claim. Cost includes all expenditure related directly to specific projects and an allocation of fixed and variable overheads incurred in the company's contract activities based on normal operating capacity.

Construction contract debtors are presented as part of debtors in the balance sheet. If payments received from customers exceed the income recognised, then the difference is presented as accruals and deferred income in the balance sheet.
Impairment excluding stocks and deferred tax assets
Financial assets (including trade and other debtors): A financial asset not carried at fair value through profit or loss is assessed at each reporting date to determine whether there is objective evidence that it is impaired. A financial asset is impaired if objective evidence indicates that a loss event has occurred after the initial recognition of the asset, and that the loss event had a negative effect on the estimated future cash flows of that asset that can be estimated reliably.

An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the asset's original effective interest rate. For financial instruments measured at cost less impairment, an impairment is calculated as the difference between its carrying amount and the best estimate of the amount that the company would receive for the asset if it were to be sold at the reporting date. Interest on the impaired asset continues to be recognised through the unwinding of the discount. When a subsequent event causes the amount of impairment loss to decrease, the decrease in impairment loss is reversed through profit or loss.
Non-financial assets: The carrying amounts of the company's non-financial assets, other stocks and deferred tax assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the "cash-generating unit").

An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the units, and then to reduce the carrying amounts of the other assets in the unit (group of units) on a pro rata basis.
Other assets: In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.
Employee benefits
Defined contribution plans: A defined contribution plan is a post-employment benefit plan under which the company pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are recognised as an expense in the profit and loss account in the periods during which services are rendered by employees.
Defined benefit plans: A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. The company's net obligation in respect of defined benefit pension plans is calculated by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value, and the fair value of any plan assets (at bid price) are deducted. The company determines the net interest on the net defined benefit liability/(asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the net defined benefit liability/(asset).

The discount rate is the yield at the reporting date on bonds that have a credit rating of at least AA that have maturity dates approximating the terms of the company's obligations and that are denominated in the currency in which the benefits are expected to be paid.

Remeasurements arising from defined benefit plans comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest). The company recognises them immediately in other comprehensive income and all other expenses related to defined benefit plans in employee benefit expenses in profit or loss.

When the benefits of a plan are changed, or when a plan is curtailed, the portion of the changed benefit related to past service by employees, or the gain or loss on curtailment, is recognised immediately in profit or loss when the plan amendment or curtailment occurs.

The calculation of the defined benefit obligations is performed by a qualified actuary using the projected unit credit method. When the calculation results in a benefit to the company, the recognised asset is limited to the present value of benefits available in the form of any future refunds from the plan or reductions in future contributions and takes into account the adverse effect of any minimum funding requirements.
Short-term benefits: Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognised for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.
Termination benefits: Termination benefits are recognised as an expense when the company is demonstrably committed, without realistic possibility of withdrawal, to a formal detailed plan to either terminate employment before the normal retirement date, or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Termination benefits for voluntary redundancies are recognised as an expense if the company has made an offer of voluntary redundancy, it is probably that the offer will be accepted, and the number of acceptances can be estimated reliably. If benefits are payable more than 12 months after the reporting date, then they are discounted to their present value.
Interest receivable and interest payable
Interest payable and similar charges include interest payable, finance charges on shares classified as liabilities and finance leases recognised in profit or loss using the effective interest method, unwinding of the discount on provisions, and net foreign exchanges losses that are recognised in the profit and loss account (see foreign currency accounting policy). Other interest receivable and similar income include interest receivable on funds invested and net foreign exchange gains.

Interest income and interest payable is recognised in profit or loss as it accrues, using the effective interest method. Foreign currency gain and losses are reported on a net basis.
2 Critical accounting estimates and judgements
Directors make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. Estimates and underlying assumptions are reviewed on an ongoing basis and are based on historical experience and factors considered to be reasonable. Revisions to accounting estimates are recognised in the period in which the estimate is revised. Key judgements and estimates made in connection with the financial statements are as follows:
Retirement benefits: In determining the valuation of defined benefit pension scheme assets and liabilities, a number of key assumptions which are largely dependent on factors outside of the company's control have been made in relation to inflation rate, mortality, discount rate, salary increases and pension increases.
Revenue recognition: In determining the revenue and costs to be recognised each year for work done on construction contracts, management continually review estimates made in relation to the final out-turn on each contract. Estimates may include cost contingencies to take account of the specific risks within each contract. However, the nature of the risks on contracts are such that they often cannot be resolved until the end of the project and may therefore not reverse until the end of the project.
3 Analysis of turnover 2019 2018
£ £
By activity:
System Implementation Projects 41,967,714 17,747,232
Customer Support 16,351,779 16,004,624
Spare Parts Sales 1,488,538 1,187,286
59,808,031 34,939,142
By geographical market:
UK 58,905,341 33,768,879
Rest of world 902,690 1,170,263
59,808,031 34,939,142
4 Operating loss 2019 2018
£ £
This is stated after charging:
Depreciation of owned fixed assets 63,724 61,187
Depreciation of assets held under finance leases 287,003 -
Operating lease rentals - plant and machinery 23,435 210,572
Operating lease rentals - land and buildings - 205,186
Auditors' remuneration for audit services 19,290 21,063
5 Directors' emoluments 2019 2018
£ £
Emoluments 333,585 302,173
Company contributions to defined contribution pension plans 10,000 8,991
343,585 311,164
Highest paid director:
Emoluments 180,372 156,672
Company contributions to defined contribution pension plans 10,000 8,991
190,372 165,663
Number of directors to whom retirement benefits accrued: 2019 2018
Number Number
Defined contribution plans 1 1
Defined benefit plans 1 1
6 Staff costs 2019 2018
£ £
Wages and salaries 11,001,992 10,358,264
Social security costs 1,282,261 1,168,097
Contributions to defined contribution plans 526,540 455,910
Expenses related to defined benefit plans 136,667 162,909
12,947,460 12,145,180
Average number of employees during the year Number Number
Administration 28 40
Software 9 9
Engineering 25 13
Sales and marketing 20 16
Customer support 120 113
202 191
7 Interest payable 2019 2018
£ £
Loans from group undertakings 55,039 62,708
Finance charges payable under finance leases 27,363 -
82,402 62,708
8 Taxation 2019 2018
£ £
Analysis of charge in period
Tax on profit on ordinary activities - -
Factors affecting tax charge for period
The differences between the tax assessed for the period and the standard rate of corporation tax are explained as follows:
2019 2018
£ £
(Loss)/profit on ordinary activities before tax (35,951) 1,675,606
Standard rate of corporation tax in the UK 19% 19%
£ £
Profit on ordinary activities multiplied by the standard rate of corporation tax (6,831) 318,365
Effects of:
Expenses not deductible for tax purposes 7,131 6,980
Utilisation of tax losses on which no deferred tax asset was recognised (300) (325,345)
Current tax charge for period - -
Factors that may affect future tax charges
In the Budget of 11 March 2020, the UK Government announced that it would amend legislation to maintain the main rate of corporation tax at 19%, rather than reduce it to 17% from 1 April 2020 as originally enacted. The 19% rate is also intended to prevail for the year from 1 April 2021. Any deferred tax at the year end has therefore been calculated based on 19%, together with the comparative figure.

The company has unutilised tax losses of £3,023,000 (2018: £2,446,000). The company also has temporary differences in respect of pension liabilities of £4,521,000 (2018: £4,937,000) and in respect of the excess of depreciation over capital allowances of £366,000 (2018: £171,000).

The net resulting deferred tax asset of £1,503,000 (2018: £1,435,000), calculated at 19% (2018: 19%) has not been recognised due to the uncertainty over the timing of future profitability.
9 Tangible fixed assets
Right of use assets Plant and equipment Fixtures and fittings Total
At PV of lease payments At cost At cost
£ £ £ £
Cost or valuation
At 1 January 2019 - 598,147 211,130 809,277
Additions 1,536,213 103,878 1,494 1,641,585
At 31 December 2019 1,536,213 702,025 212,624 2,450,862
Depreciation
At 1 January 2019 - 499,077 180,621 679,698
Charge for the year 287,003 56,125 7,599 350,727
At 31 December 2019 287,003 555,202 188,220 1,030,425
Carrying amount
At 31 December 2019 1,249,210 146,823 24,404 1,420,437
At 31 December 2018 - 99,070 30,509 129,579
2019 2018
£ £
Carrying value of plant and machinery included above held under finance leases 1,249,210 -
10 Stocks 2019 2018
£ £
Raw materials and consumables 100,217 111,126
11 Debtors 2019 2018
£ £
Trade debtors 5,008,806 5,519,177
Amounts owed by group undertakings 1,035,081 3,721,451
Prepayments and accrued income 331,327 1,108,977
Construction contract debtors 6,104,966 68,380
12,480,180 10,417,985
At the year end, aggregate costs incurred under open construction contracts and recognised profits, net of recognised losses, amounted to £60,976,823 (2018: £20,863,575). Progress billings and advances received from customers under open construction contracts amounted to £61,362,279 (2018: £25,091,774). Advances for which related work has not started, and billings in excess of costs incurred and recognised profits are presented as deferred income and amounted to £6,184,358 (2018: £4,306,075).
12 Creditors: amounts falling due within one year 2019 2018
£ £
Obligations under finance leases 265,772 -
Payments received on account 8,993,297 6,610,395
Trade creditors 2,631,804 1,160,288
Amounts owed to group undertakings 3,541,969 1,987,413
Other taxes and social security costs 1,874,661 1,594,089
Other creditors and accruals 1,027,965 890,872
18,335,468 12,243,057
13 Creditors: amounts falling due after one year 2019 2018
£ £
Obligations under finance leases 983,438 -
14 Obligations under finance leases 2019 2018
£ £
Amounts payable:
Within one year 265,772 -
Within two to five years 983,438 -
1,249,210 -
Liabilities for assets acquired under finance leases are secured on those assets with the exception of leased premises.
15 Employee benefits
The information disclosed below is in respect of the whole of the plans for which the company is the sponsoring employer throughout the periods shown.
2019 2018
£ £
Total defined benefit asset 19,420 16,054
Total defined benefit liability (23,941) (20,991)
(4,521) (4,937)
Defined benefit obligation 2019 2018
£'000 £'000
Balance at 1 January 2019 (20,991) (22,380)
Included in profit or loss:
Past service cost (54) -
Current service cost (109) (117)
Interest cost (585) (546)
Actuarial gain/(loss) included in other comprehensive income:
Change in financial assumptions (2,976) 555
Change in demographic assumptions 486 129
Experience adjustment (8) 213
Other:
Member contributions (34) (33)
Benefits paid 330 1,188
Balance at 31 December 2019 (23,941) (20,991)
Fair value of plan assets 2019 2018
£'000 £'000
Balance at 1 January 2019 16,054 17,287
Included in profit or loss:
Interest income 459 430
Remeasurements included in other comprehensive income:
Return on plan assets excluding interest (income)/cost 2,172 (1,544)
Other:
Contributions paid by the employer 1,031 1,055
Member contributions 34 33
Benefits paid (330) (1,188)
Administration expenses - (19)
Balance at 31 December 2019 19,420 16,054
Net defined benefit liability 2019 2018
£'000 £'000
Balance at 1 January 2019 (4,937) (5,093)
Included in profit or loss:
Past service cost (54) -
Current service cost (109) (117)
Interest cost (126) (116)
Remeasurements included in other comprehensive income:
Actuarial gain/(loss) arising from:
- Change in financial assumptions (2,976) 555
- Change in demographic assumptions 486 129
- Experience adjustment (8) 213
Return on plan assets excluding interest (income)/cost 2,172 (1,544)
Other:
Contributions paid by the employer 1,031 1,055
Administration expenses - (19)
Balance at 31 December 2019 (4,521) (4,937)
Plan assets 2019 2018
£'000 £'000
Equity instruments 11,414 8,359
Debt instruments e.g. Government bonds 4,753 4,108
Intermediate annuity policies 3,250 3,109
Cash 3 478
Balance at 31 December 2019 19,420 16,054
All equity securities and government bonds have quoted prices in active markets. All government bonds are issued by European governments and the majority are AA-rated. All other plan assets are not quoted in an active market. The assets are held separately from those of the Society being invested with an insurance company in managed funds.
Defined benefit plan overview
The scheme provides retirement benefits to eligible employees of the company and their dependants. Benefits are also paid when employees die before retirement age whilst in the company's service. The scheme's regulatory framework includes Pensions Acts, Occupational Pension Schemes Regulations, the applicable financial reporting frameworks for both UK GAAP and Pensions SORP, The Pensions Regulator, its Declaration of Trust and scheme rules.
Actuarial assumptions
Principal actuarial assumptions at the reporting date, expressed as weighted averages, are:
2019 2018
Discount rate at 31 December 2.0% 2.8%
Future salary increases 2.9% 2.9%
Future pension increases 3.65% 3.7%
Inflation assumption (CPI) 2.4% 2.6%
Commutation of pensions to lump sums 25% 25%
Assumptions relating to longevity underlying the pension liabilities at the reporting date are based on standard actuarial mortality tables and include an allowance for future improvements in longevity. The assumptions are equivalent to expecting a 65-year old to live for a number of years as follows:
žCurrent pensioner aged 65: 22.2 years (male) (2018: 22.5), 24.4 years (female (2018: 24.8).
žFuture retiree upon reaching 65: 23.4 years (male) (2018: 23.9), 25.8 years (female (2018: 26.2).
Sensitivity analysis
The calculation of the defined benefit obligation is sensitive to the assumptions set out above. The following table summarises how the impact on the defined benefit obligation at the end of the reporting period would have increased (decreased) as a result of an increase in the respective assumptions by quarter of a percent:
2019 2018
£'000 £'000
Discount rate increases (1,208) (1,044)
Future salary increases 110 94
Inflation (RPI) 597 516
In valuing the liabilities of the pension fund at the year end, mortality assumptions have been made as indicated above. If life expectancy had been changed to assume that all members of the fund lived for one year longer, the value of the reported liabilities at the year end would have increased by £620,000 before deferred tax (2018: £536,000).
The above sensitivities are based on the average duration of the benefit obligation determined at the date of the last full actuarial valuation at 1 April 2016 and are applied to adjust the defined benefit obligation at the end of the reporting period for the assumptions concerned. Whilst the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an approximation to the sensitivity of the assumptions shown.
Funding
The company expects to pay £1,045,000 in contributions to its defined benefit plans in 2020. The weighted average duration of the defined benefit obligation at the end of the reporting period is 20 years (2018: 20 years).
As at the year end, the company is contractually obliged to a statutory funding objective of £5,716,000. The company has considered the Scheme rules with regard to IFRIC 14 and whilst the rules indicate that upon wind up the Trustees may increase the benefits to memebrs up to the value of any overpayments made by the company, the rules also give the company the ability to prevent wind up of the scheme. In accordance with IFRIC 14, the company considers that it therefore maintains control over the distribution of any overpayments made, such that the net pension liability recognised remains in line with the actuarial assessment.
Defined contribution plans
The company operates a number of defined contribution pension plans. The total expense relating to these plans in the current year was £536,000 (2018: £456,000).
16 Share capital Nominal 2019 2019 2018
value Number £ £
Allotted, called up and fully paid:
Ordinary shares £1 each 250,000 250,000 250,000
The ordinary shares have attached to them full voting, dividend and capital distribution (including on winding up) rights.
17 Profit and loss account 2019 2018
£ £
At 1 January (6,091,591) (7,120,197)
(Loss)/profit for the financial year (35,951) 1,675,606
Other comprehensive income (326,000) (647,000)
At 31 December (6,453,542) (6,091,591)
18 Other financial commitments
Total future minimum lease payments under non-cancellable operating leases:
Land and buildings Land and buildings Other Other
2019 2018 2019 2018
£ £ £ £
Falling due:
within one year - - - 23,435
19 Contingent liabilities
In the normal course of business the company provides performance guarantees to customers which are usually valid for periods of 3 - 18 months. As at the year end, the liability in relation to such guarantees amounted to £2,940,959 (2018: £248,600).
20 Related party transactions
The company is a wholly owned subsidiary of Swisslog Holding AG and ultimately Midea Group Co. Ltd. The company's results are included in the consolidated financial statements of Midea Group Co. Ltd and consequently the company has taken exemption under the terms of FRS101.8(k) from disclosing details of transactions with Midea Group Co. Ltd or other wholly owned entities that were members of the Midea Group Co. Ltd group.
21 Controlling party
The company is a subsidiary undertaking of Midea Group Co. Ltd which is the ultimate parent company and ultimate controlling party incorporated in China. The largest group in which the results of the company are consolidated is that headed by Midea Group Co. Ltd. The consolidated financial statements of the group headed by Midea Group Co. Ltd are available from Midea Headquarters Building, No. 6 Midea Avenue, Beijiao Town, Shunde District, Foshan City, Guangdong Province, China. The smallest group in which the company is consolidated is that headed by KUKA Aktiengesellschaft, incorporated in Germany, the consolidated financial statements of which are available from Zugspitzstr. 140, 86165 Augsburg, Germany.
22 Presentation currency
The financial statements are presented in Sterling.
23 Legal form of entity and country of incorporation
Swisslog (UK) Ltd is a private company limited by shares and incorporated in England.
24 Principal place of business
The address of the company's principal place of business and registered office is:
2 Brooklands
Moons Moat Drive
Redditch
Worcestershire
B98 9DW
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