GUARDIAN_HOLDINGS_LIMITED - Accounts


COMPANY REGISTRATION NO. 06518981 (England and Wales)
GUARDIAN HOLDINGS LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2019
PAGES FOR FILING WITH REGISTRAR
GUARDIAN HOLDINGS LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 8
GUARDIAN HOLDINGS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2019
31 December 2019
- 1 -
31 December
31 March
2019
2018
Notes
£
£
£
£
Fixed assets
Intangible assets
3
24,222
-
Investments
4
10,499,698
10,499,698
10,523,920
10,499,698
Current assets
Debtors
6
1
1
Cash at bank and in hand
374
374
375
375
Creditors: amounts falling due within one year
7
(35,751)
-
Net current (liabilities)/assets
(35,376)
375
Total assets less current liabilities
10,488,544
10,500,073
Capital and reserves
Called up share capital
8
29,641
29,641
Share premium account
325,152
325,152
Profit and loss reserves
10,133,751
10,145,280
Total equity
10,488,544
10,500,073

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 22 December 2020 and are signed on its behalf by:
Ms Jacqueline Watson
Director
Company Registration No. 06518981
GUARDIAN HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2019
- 2 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 April 2018
29,641
325,152
(5,410,737)
(5,055,944)
Period ended 31 December 2018:
Profit and total comprehensive income for the period
-
-
902,467
902,467
Other movements
-
-
14,653,550
14,653,550
Balance at 31 December 2018
29,641
325,152
10,145,280
10,500,073
Period ended 31 December 2019:
Loss and total comprehensive income for the period
-
-
(11,529)
(11,529)
Balance at 31 December 2019
29,641
325,152
10,133,751
10,488,544
The share premium reserve contains the premium arising on issue of equity shares, net of issue expenses.
The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.
GUARDIAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2019
- 3 -
1
Accounting policies
Company information

Guardian Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is Merlin House, Brunel Court, Village Farm Industrial Estate, Pyle, Bridgend, United Kingdom, CF33 6BL.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

1.2
Reporting period

The company's accounting period end date changed in the prior year in line with the ultimate parent company Core Laboratories N.V. following an acquisition during the prior period. Therefore prior period figures are presented for a nine month period and as such comparative amounts presented in the financial statements (including the related notes) are not entirely comparable.

1.3
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Patents
Straight line over 5 years
1.4
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

GUARDIAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2019
1
Accounting policies
(Continued)
- 4 -
1.5
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. 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 which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.6
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

 

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2019
2018
Number
Number
Total
-
0
-
GUARDIAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2019
- 5 -
3
Intangible fixed assets
Other
£
Cost
At 1 January 2019
-
Additions
35,751
At 31 December 2019
35,751
Amortisation and impairment
At 1 January 2019
-
Amortisation charged for the year
11,529
At 31 December 2019
11,529
Carrying amount
At 31 December 2019
24,222
At 31 December 2018
-
4
Fixed asset investments
31 December
31 March
2019
2018
£
£
Investments
10,499,698
10,499,698

 

Movements in fixed asset investments
Shares in group undertakings
£
Cost or valuation
At 1 January 2019 & 31 December 2019
10,499,698
Carrying amount
At 31 December 2019
10,499,698
At 31 December 2018
10,499,698
GUARDIAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2019
- 6 -
5
Subsidiaries

These financial statements are separate company financial statements for Guardian Holdings Limited.

Details of the company's subsidiaries at 31 December 2019 are as follows:

Name of undertaking
Class of
% Held
shares held
Direct
Indirect
Guardian Global Technologies Limited
Ordinary
0
100.00
Guardian Global Technology Group Limited
Ordinary
100.00
0
GGT Guardian Texas LLC
Ordinary
0
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Guardian Global Technologies Limited
2,781,647
(504,927)
Guardian Global Technology Group Limited
301,000
-
0
GGT Guardian Texas LLC
(1,516,946)
(401,004)

The registered office of both Guardian Global Technologies Limited and Guardian Global Technology Group Limited is Merlin House Brunel Court, Village Farm Industrial Estate, Pyle, Bridgend, CF33 6BL.

 

The registered office of GGT Guardian Texas LLC is 6316 Windfern Road, Houston, TX 77040, USA.

 

Guardian Global Technologies Limited is a subsidiary of Guardian Global Technology Group Limited.

 

GGT Guardian Texas LLC is a subsidiary of Guardian Global Technologies Limited.

6
Debtors
31 December
31 March
2019
2018
Amounts falling due within one year:
£
£
Other debtors
1
1
7
Creditors: amounts falling due within one year
2019
2018
£
£
Amounts owed to group undertakings
35,751
-
GUARDIAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2019
- 7 -
8
Called up share capital
31 December
31 March
2019
2018
£
£
Ordinary share capital
Issued and fully paid
296,407 Ordinary of 10p each
29,641
29,641
9
Capital contributions

During the prior period the company received a capital contribution of £14,653,550 from its immediate parent company Core Laboratories Coöperatief U.A., this was credited to the profit and loss reserve.

 

During the prior period the company made a capital contribution of £3,392,988 to its indirect subsidiary company Guardian Global Technologies Limited, this was debited to fixed asset investments, see note 4.

 

The capital contribution received was to settle loan notes plus interest of £12.5 million plus liabilities in the company's subsidiary Guardian Global Technologies Limited.

10
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

The senior statutory auditor was Mr John Griffiths.
The auditor was UHY Hacker Young.
11
Events after the reporting date

During March 2020 the novel coronavirus disease 2019 (“COVID-19”) spread across the globe and resulted in government mandated shut-downs, home sheltering and social distancing efforts to mitigate the spread of the virus. The COVID-19 mitigation actions also caused a sharp decrease in the consumption and demand for crude-oil, and led to a sharp decrease in current and projected crude oil prices. These events have resulted in sharp decreases to the valuation of companies associated with the energy industry, including Core Laboratories. As a result, we determined that it was more likely than not that the fair value of our reporting units was less than their carrying value, which triggered the Company to perform an updated impairment assessment.

As the result of this assessment, we concluded that the investment associated with our Production Enhancement segment which includes, the company’s subsidiary Guardian Global Technologies Limited was fully impaired, which will result in a £10.5 million impairment charge in the financial statements for the year ended 31 December 2020.

GUARDIAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2019
- 8 -
13
Controlling party

The immediate parent company is Core Laboratories Coöperatief U.A. a company incorporated in the Netherlands. The ultimate parent company is Core Laboratories N.V., a company incorporated in the Netherlands.

The company is not considered to have a single controlling party.

Core Laboratories N.V. is the parent of the smallest and largest group of which the company is a member and for which consolidated accounts are prepared. Consolidated accounts of Core Laboratories N.V. are available to the public and may be obtained from Core Laboratories N.V., Stoomloggerweg 12 3133KT, Vlaardingen.

2019-12-312019-01-01false22 December 2020CCH SoftwareCCH Accounts Production 2020.200No description of principal activityThis audit opinion is unqualifiedMr I C MaxtedMr E W FrancisMs Jacqueline WatsonMr J WestMr J K FloodMr L A WeisnerMr I C Maxted065189812019-01-012019-12-31065189812019-12-31065189812018-12-3106518981core:ShareCapital2019-12-3106518981core:ShareCapital2018-12-3106518981core:SharePremium2019-12-3106518981core:SharePremium2018-12-3106518981core:RetainedEarningsAccumulatedLosses2019-12-3106518981core:RetainedEarningsAccumulatedLosses2018-12-3106518981core:ShareCapital2018-03-3106518981core:SharePremium2018-03-3106518981core:RetainedEarningsAccumulatedLosses2018-03-31065189812018-03-3106518981bus:Director82019-01-012019-12-3106518981core:RetainedEarningsAccumulatedLosses2018-04-012018-12-31065189812018-04-012018-12-3106518981core:RetainedEarningsAccumulatedLosses2019-01-012019-12-3106518981core:IntangibleAssetsOtherThanGoodwill2019-01-012019-12-3106518981core:IntangibleAssetsOtherThanGoodwill2019-12-3106518981core:Subsidiary12019-01-012019-12-3106518981core:Subsidiary22019-01-012019-12-3106518981core:Subsidiary32019-01-012019-12-3106518981core:Subsidiary112019-01-012019-12-3106518981core:Subsidiary222019-01-012019-12-3106518981core:Subsidiary332019-01-012019-12-3106518981core:Subsidiary12019-12-3106518981core:Subsidiary22019-12-3106518981core:Subsidiary32019-12-3106518981core:WithinOneYear2019-12-3106518981core:WithinOneYear2018-12-3106518981core:CurrentFinancialInstruments2019-12-3106518981bus:PrivateLimitedCompanyLtd2019-01-012019-12-3106518981bus:SmallCompaniesRegimeForAccounts2019-01-012019-12-3106518981bus:FRS1022019-01-012019-12-3106518981bus:Audited2019-01-012019-12-3106518981bus:Director12019-01-012019-12-3106518981bus:Director22019-01-012019-12-3106518981bus:Director32019-01-012019-12-3106518981bus:Director42019-01-012019-12-3106518981bus:Director52019-01-012019-12-3106518981bus:Director62019-01-012019-12-3106518981bus:CompanySecretary12019-01-012019-12-3106518981bus:FullAccounts2019-01-012019-12-31xbrli:purexbrli:sharesiso4217:GBP