Adgenda_Media_Internation - Accounts


Adgenda Media International Limited
Financial Statements
For Filing with Registrar
For the year ended 30 June 2020
Company Registration No. 07867604 (England and Wales)
Adgenda Media International Limited
Company Information
Directors
B Williams
T Wilson
P Jones
S Gil
A Moore
Company number
07867604
Registered office
Elm House
10-16 Elm Street
London
WC1X 0BJ
Auditor
Moore Kingston Smith LLP
Charlotte Building
17 Gresse Street
London
W1T 1QL
Business address
Elm House
10-16 Elm Street
London
WC1X 0BJ
Bankers
Lloyds Bank Plc
P O Box 1000
BX1 1LT
Adgenda Media International Limited
Contents
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 11
Adgenda Media International Limited
Balance Sheet
As at 30 June 2020
30 June 2020
Page 1
2020
2019
Notes
£
£
£
£
Fixed assets
Intangible assets
410,447
447,760
Tangible assets
5
194,844
284,801
Current assets
Debtors
6
1,361,668
1,638,568
Cash at bank and in hand
250,046
78,645
1,611,714
1,717,213
Creditors: amounts falling due within one year
7
(1,139,261)
(1,019,048)
Net current assets
472,453
698,165
Total assets less current liabilities
1,077,744
1,430,726
Provisions for liabilities
8
(16,174)
(23,904)
Net assets
1,061,570
1,406,822
Capital and reserves
Called up share capital
11
1,000
1,000
Share premium account
74,700
74,700
Profit and loss reserves
985,870
1,331,122
Total equity
1,061,570
1,406,822

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 15 December 2020 and are signed on its behalf by:
2020-12-15
P Jones
Director
Company Registration No. 07867604
Adgenda Media International Limited
Statement of Changes in Equity
For the year ended 30 June 2020
Page 2
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 July 2018
1,000
74,700
1,429,243
1,504,943
Year ended 30 June 2019:
Profit and total comprehensive income for the year
-
-
679,031
679,031
Dividends
-
-
(777,152)
(777,152)
Balance at 30 June 2019
1,000
74,700
1,331,122
1,406,822
Year ended 30 June 2020:
Profit and total comprehensive income for the year
-
-
446,777
446,777
Dividends
-
-
(792,029)
(792,029)
Balance at 30 June 2020
1,000
74,700
985,870
1,061,570
Adgenda Media International Limited
Notes to the Financial Statements
For the year ended 30 June 2020
Page 3
1
Accounting policies
Company information

Adgenda Media International Limited is a private company limited by shares incorporated in England and Wales. The registered office is Elm House, 10-16 Elm Street, London, WC1X 0BJ.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 Section 1A “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 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 pound.

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

1.2
Going concern

Atruet 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. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

 

The company made a profit for the year of £446,777 and as at the balance sheet date had net assets of £1,061,570. Due to the global impact of the Coronavirus (COVID-19) pandemic, the company has assessed the risks and the potential impact on the business as a result of the pandemic and measures have been taken to mitigate such risks and their impact. The company remains profitable since the year end and has sufficient cash reserves. The company does not have a high level of fixed costs and is engaged in a programme of cost deferral and reduction which will be proportionate to any anticipated drop off in revenues and cash inflows. The company has also taken advantage of Government assistance programmes where relevant, for instance the Coronavirus Job Retention Scheme. As a result the directors are confident that they have the ability to respond effectively to continued uncertainty and as a result, the directors believe that the company will be able to continue to meet its liabilities as they fall due for a period of at least twelve months from the date of approval of the financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts and settlement discounts.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

Adgenda Media International Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2020
1
Accounting policies
(Continued)
Page 4
1.4
Intangible fixed assets - goodwill

Acquired goodwill is written off in equal annual instalments over its estimated useful economic life of 20 years.

 

This is based on the reliable estimate of the useful life of goodwill, and hence the goodwill is amortised on a systematic basis over its life, 20 years.

 

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation 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:

Leasehold property
Over the life of the lease
Fixtures, fittings & equipment
3 - 10 years straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.6
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.

1.7
Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts.

Adgenda Media International Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2020
1
Accounting policies
(Continued)
Page 5
1.8
Financial instruments

Basic financial instruments are measured at amortised cost. The company has no other financial instruments or basic financial instruments measured at fair value.

1.9
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.10
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

 

1.11
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.12
Retirement benefits
The company operates a defined contribution scheme for the benefit of its employees. Contributions payable are charged to the profit and loss account in the year they are payable.
Adgenda Media International Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2020
1
Accounting policies
(Continued)
Page 6
1.13
Share-based payments

The fair value of equity-settled share based payments to the employees is determined at the date of grant and is expensed on a straight-line basis over the vesting period based on the company's estimate of shares or options that will eventually vest.

1.14
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to income on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease asset are consumed.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was 25 (2019 - 28).

3
Directors' remuneration
2020
2019
£
£
Remuneration paid to directors
408,400
455,566
4
Intangible fixed assets
Goodwill
£
Cost
At 1 July 2019 and 30 June 2020
746,269
Amortisation and impairment
At 1 July 2019
298,509
Amortisation charged for the year
37,313
At 30 June 2020
335,822
Carrying amount
At 30 June 2020
410,447
At 30 June 2019
447,760
Adgenda Media International Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2020
Page 7
5
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 July 2019
370,214
149,261
519,475
Additions
-
1,204
1,204
At 30 June 2020
370,214
150,465
520,679
Depreciation and impairment
At 1 July 2019
165,040
69,634
234,674
Depreciation charged in the year
68,808
22,353
91,161
At 30 June 2020
233,848
91,987
325,835
Carrying amount
At 30 June 2020
136,366
58,478
194,844
At 30 June 2019
205,174
79,627
284,801
6
Debtors
2020
2019
Amounts falling due within one year:
£
£
Trade debtors
-
425
Amounts due from group undertakings
1,155,100
1,461,448
Other debtors
206,568
176,695
1,361,668
1,638,568
7
Creditors: amounts falling due within one year
2020
2019
£
£
Trade creditors
308,474
99,705
Amounts due to group undertakings
36,984
-
Corporation tax
106,476
74,204
Other taxation and social security
103,730
44,997
Other creditors
583,597
800,142
1,139,261
1,019,048
Adgenda Media International Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2020
Page 8
8
Deferred taxation

Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Liabilities
Liabilities
2020
2019
Balances:
£
£
ACAs
16,174
23,904
2020
Movements in the year:
£
Liability at 1 July 2019
23,904
Credit to profit or loss
(7,730)
Liability at 30 June 2020
16,174
9
Provisions for liabilities
2020
2019
£
£
Deferred tax liabilities
8
16,174
23,904
10
Share-based payment transactions
Number of share options
Weighted average exercise price
2020
2019
2020
2019
Number
Number
£
£
Outstanding at 1 July 2019
10,000
12,000
92.85
92.85
Exercised
(2,000)
(2,000)
92.85
92.85
Outstanding at 30 June 2020
8,000
10,000
92.85
92.85
Exercisable at 30 June 2020
8,000
10,000
92.85
92.85

The options outstanding at 30 June 2020 had an exercise price of £92.85, and a remaining contractual life of 1 year.

The calculated charge to the Profit and Loss account in respect of the vested options is not material and has therefore not been included in these financial statements.

Adgenda Media International Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2020
Page 9
11
Called up share capital
2020
2019
£
£
Ordinary share capital
Issued and fully paid
35,000 Ordinary A shares of 1p each
350
350
30,000 Ordinary B shares of 1p each
300
300
35,000 Ordinary C shares of 1p each
350
350
1,000
1,000

The A, B and C shares rank pari passu in all respects.

12
Retirement benefit schemes
2020
2019
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
46,088
40,078

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund. At year end, the amounts outstanding in respect of pension contributions payable is £5,364 (2019:£6,884).

13
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 Ian Graham.
The auditor was Moore Kingston Smith LLP.
14
Financial commitments and guarantees

The company's bank holds a fixed and floating charge over all assets of the company in respect of an invoice discounting facility provide to the company's parent undertaking, Space & Time Media Limited.

Adgenda Media International Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2020
Page 10
15
Operating lease commitments

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

2020
2019
£
£
Within one year
333,221
333,221
Between two and five years
208,262
541,483
541,483
874,704
Adgenda Media International Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2020
Page 11
16
Related party transactions

During the year, the company paid dividends totaling £162,366 (2019: £151,145) to B Williams, a director and shareholder of the company. As at 30 June 2020, an amount of £162,366 (2019: £151,145) was owed by the company to B Williams.

 

During the year, the company paid dividends totaling £162,366 (2019: £151,145) to T Wilson, a director and shareholder of the company. As at 30 June 2020, an amount of £162,366 (2019: £151,145) was owed by the company to T Wilson.

 

During the year, the company had sales of £4,007,316 (2019: £4,113,646) and purchases of £57,321 (2019: £68,948) with Space & Time Media Limited. As at 30 June 2020, there were amounts outstanding of £1,136,195 (2019: £1,461,448) due from Space & Time Media Limited in relation to these transactions. During the year, the company declared dividends to Space & Time Media Limited totaling £467,297 (2019: £474,064). Space & Time Media Limited owns 59% of the share capital of Adgenda Media International Limited.

 

During the year, the company had purchases of £nil (2019: £100,260) with Space and Time Holdings Limited, which is the parent company of Space & Time Media Limited.

 

During the year, the company had sales totaling £60,847 (2019: £52,804) with EG Media Limited. At the year end an amount of £18,905 (2019: £nil) was due from EG Media Limited.

 

During the year, the company had purchases of £221,904 (2019: £100,260) with Space & Time Group Limited. At the year end an amount of £36,984 (2019: £nil) was due to Space & Time Group Limited.

 

All of the above transactions were at arm's length and no amounts were provided for or written off during the year.

17
Parent company

The immediate parent company is Space & Time Media Limited, a company incorporated in England and Wales, by virtue of holding a controlling interest.

 

The immediate parent company of Space & Time Media Limited is Space and Time Holdings Limited, a company incorporated in England and Wales, by virtue of its wholly owned interest. The ultimate parent company is Space & Time Group Limited, a company incorporated in England and Wales, by virtue of its wholly owned interest in Space and Time Holdings Limited.

 

Space & Time Group Limited is the smallest and largest group for which consolidated financial statements including the company are prepared. The consolidated financial statements of Space & Time Group Limited are available from its registered office, Elm House, 10-16 Elm Street, London, WC1X 0BJ.

The directors do not believe that there is a single controlling party.

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