Newport Spectra-Physics Limited - Accounts to registrar (filleted) - small 18.2

REGISTERED NUMBER: 02096856 (England and Wales)

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2019

FOR

NEWPORT SPECTRA-PHYSICS LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

K F Burke

G Foxall

SECRETARY:

G Foxall

REGISTERED OFFICE:

Units 3-4 Cowley Way

Weston Road

Crewe

Cheshire

CW1 6AG

REGISTERED NUMBER:

02096856 (England and Wales)

AUDITORS:

Barringtons Limited

570-572 Etruria Road

Basford

Newcastle

Staffordshire

ST5 0SU

FIXED ASSETS

Intangible assets

4

375,262

535,094

Tangible assets

5

4,869

7,752

Investments

6

7,783,950

6,621,870

8,164,081

7,164,716

CURRENT ASSETS

Stocks

7

21,704

6,741

Debtors

8

1,617,084

2,034,988

Cash at bank

2,081,641

2,507,950

3,720,429

4,549,679

CREDITORS

Amounts falling due within one year

9

1,443,833

1,884,665

NET CURRENT ASSETS

2,276,596

2,665,014

TOTAL ASSETS LESS CURRENT LIABILITIES

10,440,677

9,829,730

CREDITORS

Amounts falling due after more than one year

10

(337,813

)

(280,402

)

PROVISIONS FOR LIABILITIES

(261

)

(481

)

NET ASSETS

10,102,603

9,548,847

CAPITAL AND RESERVES

Called up share capital

11

7,350,784

7,350,784

Retained earnings

12

2,751,819

2,198,063

SHAREHOLDERS' FUNDS

10,102,603

9,548,847

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 28 January 2021 and were signed on its behalf by:

G Foxall - Director

1.	STATUTORY INFORMATION

Newport Spectra-Physics Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

- the Company has transferred the significant risks and rewards of ownership to the buyer;

- the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

- the amount of revenue can be measured reliably;

- it is probable that the Company will receive the consideration due under the transaction; and

- the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

- the amount of revenue can be measured reliably;

- it is probable that the Company will receive the consideration due under the contract;

- the stage of completion of the contract at the end of the reporting period can be measured reliably; and

- the costs incurred and the costs to complete the contract can be measured reliably.

Goodwill

Goodwill represents the difference between the amounts paid on the cost of a business combination and the acquirer's interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the Statement of comprehensive income over its useful economic life.

Goodwill has an estimated useful economic life of 20 years.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Short leasehold

-

Straight line over 6 years

Plant and machinery

-

Straight line over 3 years

Computer equipment

-

Straight line over 3 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of comprehensive income.

Investments in subsidiaries

Investments in subsidiaries are measured at cost less accumulated impairment.

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

Financial instruments

The Company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective rate of interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between and asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

The company's functional and presentational currency is GBP.

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end, foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Provisions for liabilities

Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.

Provisions are charged as an expense to the Statement of comprehensive income in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the Balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.

When payments are eventually made, they are charged to the provision carried in the Balance sheet.

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Going concern

During the first quarter of 2020, the Covid19 pandemic has spread initially from Asia to Europe and subsequently worldwide. The initial economic effect of this has been a worldwide slowdown in economic activity and the loss of jobs across many businesses. In the UK there are restrictions placed on "non-essential" businesses which has resulted in many businesses temporarily closing in measures designed to restrict the movement of people and to slow down the spread of the virus.

Newport Spectra Physics Limited has continued to trade during this period and with minimal impact on activity than would normally be anticipated in normal circumstances.

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and for at least one year from the date on which the financial statements were approved.Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.The parent has confirmed it will continue to provide the financial support to the company.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 11 (2018 - 11 ) .

4.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 January 2019

and 31 December 2019

3,196,649

AMORTISATION

At 1 January 2019

2,661,555

Charge for year

159,832

At 31 December 2019

2,821,387

NET BOOK VALUE

At 31 December 2019

375,262

At 31 December 2018

535,094

5.	TANGIBLE FIXED ASSETS

Short

Plant and

Computer

leasehold

machinery

equipment

Totals

£

£

£

£

COST

At 1 January 2019

and 31 December 2019

27,198

6,324

35,361

68,883

DEPRECIATION

At 1 January 2019

22,171

6,324

32,636

61,131

Charge for year

1,859

-

1,024

2,883

At 31 December 2019

24,030

6,324

33,660

64,014

NET BOOK VALUE

At 31 December 2019

3,168

-

1,701

4,869

At 31 December 2018

5,027

-

2,725

7,752

6.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2019

6,621,870

Additions

1,162,080

At 31 December 2019

7,783,950

NET BOOK VALUE

At 31 December 2019

7,783,950

At 31 December 2018

6,621,870

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Hilger Analytical Limited (dormant)

Registered office: United Kingdom

Nature of business: Manufacture of optical precision instruments

%

Class of shares:

holding

Ordinary

100.00

2019

2018

£

£

Aggregate capital and reserves

1,161,923

(77

)

Newport Laser Holding GmbH

Registered office: Austria

Nature of business: Holding company

%

Class of shares:

holding

Ordinary

59.00

Newport Opto-Electronics Technologies (Korea) LLC

Registered office: South Korea

Nature of business: Sales/service of optical precision instruments

%

Class of shares:

holding

Ordinary

100.00

MKS Instruments ESI Switzerland GmbH

Registered office: Ambassador House, Thurgauerstrasse 101, Glattpark, (Opfikon) 8152 Zurich, Switzerland

Nature of business:

%

Class of shares:

holding

Ordinary

100.00

2019

2018

£

£

Aggregate capital and reserves

9,199,840

817,249

Profit for the year

6,444,982

88,242

7.

STOCKS

2019

2018

£

£

Finished goods and goods for

resale

21,704

6,741

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2019

2018

£

£

Trade debtors

1,546,302

1,935,457

Amounts owed by group undertakings

50,077

51,540

Other debtors

5,300

34,106

Prepayments

15,405

13,885

1,617,084

2,034,988

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2019

2018

£

£

Payments on account

44,131

59,272

Trade creditors

31,934

31,937

Amounts owed to group undertakings

522,785

889,572

Tax

167,334

148,157

VAT

291,346

357,594

Other creditors

10,018

7,789

Accruals and deferred income

376,285

390,344

1,443,833

1,884,665

10.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2019

2018

£

£

Accruals and deferred income

337,813

280,402

11.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2019

2018

value:

£

£

7,350,784

Ordinary

£1

7,350,784

7,350,784

12.

RESERVES

Retained

earnings

£

At 1 January 2019

2,198,063

Profit for the year

553,756

At 31 December 2019

2,751,819

13.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Nicholas Cooper FCA (Senior Statutory Auditor)

for and on behalf of Barringtons Limited

14.	OTHER FINANCIAL COMMITMENTS

The company had total guarantees and commitments at the balance sheet date of £97,250 (2018: £149,503)

15.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

16.	PARENT & ULTIMATE CONTROLLING PARTY

The directors regard MKS Instruments, Inc. (Corporate Headquarters: 2 Tech Drive, Suite 201, Andover, Massachusetts, 01810) in the United States of America as the Company's ultimate controlling party.

MKS Instruments, Inc. is the parent undertaking of the largest and smallest group of which Newport Spectra-Physics Limited is a member and for which group accounts are drawn up. Copies of these group accounts are available from the company secretary.

The immediate parent undertaking is MKS Instruments Holdings Ltd.