ACCOUNTS - Final Accounts preparation


Caseware UK (AP4) 2021.0.152 2021.0.152 2021-12-312021-12-312021-12-312021-01-01trueThe members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.No description of principal activityfalsetrue 11425978 2021-01-01 2021-12-31 11425978 2020-01-01 2020-12-31 11425978 2021-12-31 11425978 2020-12-31 11425978 c:Director5 2021-01-01 2021-12-31 11425978 c:Director8 2021-01-01 2021-12-31 11425978 d:Buildings d:ShortLeaseholdAssets 2021-01-01 2021-12-31 11425978 d:PlantMachinery 2021-01-01 2021-12-31 11425978 d:MotorVehicles 2021-01-01 2021-12-31 11425978 d:FurnitureFittings 2021-01-01 2021-12-31 11425978 d:Goodwill 2021-01-01 2021-12-31 11425978 d:CurrentFinancialInstruments 2021-12-31 11425978 d:CurrentFinancialInstruments 2020-12-31 11425978 d:Non-currentFinancialInstruments 2021-12-31 11425978 d:Non-currentFinancialInstruments 2020-12-31 11425978 d:Non-currentFinancialInstruments 1 2021-12-31 11425978 d:Non-currentFinancialInstruments 1 2020-12-31 11425978 d:Non-currentFinancialInstruments 6 2021-12-31 11425978 d:Non-currentFinancialInstruments 6 2020-12-31 11425978 d:CurrentFinancialInstruments d:WithinOneYear 2021-12-31 11425978 d:CurrentFinancialInstruments d:WithinOneYear 2020-12-31 11425978 d:Non-currentFinancialInstruments d:AfterOneYear 2021-12-31 11425978 d:Non-currentFinancialInstruments d:AfterOneYear 2020-12-31 11425978 d:ShareCapital 2021-12-31 11425978 d:ShareCapital 2020-12-31 11425978 d:SharePremium 2021-12-31 11425978 d:SharePremium 2020-12-31 11425978 d:RetainedEarningsAccumulatedLosses 2021-12-31 11425978 d:RetainedEarningsAccumulatedLosses 2020-12-31 11425978 d:RetainedEarningsAccumulatedLosses 2020-01-01 11425978 c:OrdinaryShareClass1 2021-01-01 2021-12-31 11425978 c:OrdinaryShareClass1 2021-12-31 11425978 c:OrdinaryShareClass1 2020-12-31 11425978 c:OrdinaryShareClass2 2021-01-01 2021-12-31 11425978 c:OrdinaryShareClass2 2021-12-31 11425978 c:OrdinaryShareClass2 2020-12-31 11425978 c:OrdinaryShareClass3 2021-01-01 2021-12-31 11425978 c:OrdinaryShareClass3 2021-12-31 11425978 c:OrdinaryShareClass3 2020-12-31 11425978 c:OrdinaryShareClass4 2021-01-01 2021-12-31 11425978 c:OrdinaryShareClass4 2021-12-31 11425978 c:OrdinaryShareClass4 2020-12-31 11425978 c:OrdinaryShareClass5 2021-01-01 2021-12-31 11425978 c:OrdinaryShareClass5 2021-12-31 11425978 c:OrdinaryShareClass5 2020-12-31 11425978 c:PreferenceShareClass1 2021-01-01 2021-12-31 11425978 c:PreferenceShareClass1 2021-12-31 11425978 c:PreferenceShareClass1 2020-12-31 11425978 c:FRS102 2021-01-01 2021-12-31 11425978 c:Audited 2021-01-01 2021-12-31 11425978 c:FullAccounts 2021-01-01 2021-12-31 11425978 c:PrivateLimitedCompanyLtd 2021-01-01 2021-12-31 11425978 d:Subsidiary1 2021-01-01 2021-12-31 11425978 d:Subsidiary1 1 2021-01-01 2021-12-31 11425978 d:Subsidiary2 2021-01-01 2021-12-31 11425978 d:Subsidiary2 1 2021-01-01 2021-12-31 11425978 d:Subsidiary3 2021-01-01 2021-12-31 11425978 d:Subsidiary3 1 2021-01-01 2021-12-31 11425978 d:Subsidiary4 2021-01-01 2021-12-31 11425978 d:Subsidiary4 1 2021-01-01 2021-12-31 11425978 c:SmallCompaniesRegimeForAccounts 2021-01-01 2021-12-31 11425978 c:Consolidated 2021-12-31 11425978 c:ConsolidatedGroupCompanyAccounts 2021-01-01 2021-12-31 11425978 2 2021-01-01 2021-12-31 11425978 6 2021-01-01 2021-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 11425978









HELIOS TOPCO LIMITED









FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2021

 
HELIOS TOPCO LIMITED
REGISTERED NUMBER: 11425978

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2021

2021
2020
Note
£
£

Fixed assets
  

Intangible assets
 7 
7,392,460
8,479,530

Tangible assets
 8 
83,000
32,668

Investments
 9 
-
1

  
7,475,460
8,512,199

Current assets
  

Stocks
 10 
1,350,890
619,986

Debtors: amounts falling due within one year
 11 
1,819,947
1,554,616

Cash at bank and in hand
  
1,051,347
1,803,929

  
4,222,184
3,978,531

Creditors: amounts falling due within one year
 12 
(3,539,448)
(3,093,760)

Net current assets
  
 
 
682,736
 
 
884,771

Total assets less current liabilities
  
8,158,196
9,396,970

Creditors: amounts falling due after more than one year
 13 
(10,578,204)
(10,742,306)

Provisions for liabilities
  

Other provisions
 15 
(175,941)
(255,940)

  
 
 
(175,941)
 
 
(255,940)

Net assets excluding pension asset
  
(2,595,949)
(1,601,276)

Net liabilities
  
(2,595,949)
(1,601,276)


Capital and reserves
  

Called up share capital 
 16 
313
313

Share premium account
  
29,698
29,698

Profit and loss account
  
(2,625,960)
(1,631,287)

Equity attributable to owners of the parent Company
  
(2,595,949)
(1,601,276)

  
(2,595,949)
(1,601,276)


Page 1

 
HELIOS TOPCO LIMITED
REGISTERED NUMBER: 11425978
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2021

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the consolidated statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 June 2022.




................................................
S Weaver
................................................
S Hounslow
Director
Director

The notes on pages 5 to 20 form part of these financial statements.

Page 2

 
HELIOS TOPCO LIMITED
REGISTERED NUMBER: 11425978

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2021

2021
2020
Note
£
£

Fixed assets
  

Investments
 9 
5,121,080
5,121,080

  
5,121,080
5,121,080

Current assets
  

Debtors: amounts falling due within one year
 11 
1,200
1,200

  
1,200
1,200

Creditors: amounts falling due within one year
 12 
(86,973)
-

Net current (liabilities)/assets
  
 
 
(85,773)
 
 
1,200

Total assets less current liabilities
  
5,035,307
5,122,280

  

Creditors: amounts falling due after more than one year
 13 
(6,818,480)
(6,254,806)

  

Net assets excluding pension asset
  
(1,783,173)
(1,132,526)

Net liabilities
  
(1,783,173)
(1,132,526)


Capital and reserves
  

Called up share capital 
 16 
313
313

Share premium account
  
29,698
29,698

Profit and loss account brought forward
  
(1,162,537)
(565,451)

Loss for the year
  
(650,647)
(597,086)

Profit and loss account carried forward
  
(1,813,184)
(1,162,537)

  
(1,783,173)
(1,132,526)


Page 3

 
HELIOS TOPCO LIMITED
REGISTERED NUMBER: 11425978
    
COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2021

The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

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

The Company has opted not to file the consolidated statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 June 2022.


................................................
S Weaver
................................................
S Hounslow
Director
Director

The notes on pages 5 to 20 form part of these financial statements.

Page 4

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

1.


General information

Helios Topco Limited and its subsidiaries' principal activity comprises of supplying Components, LED drivers, Wireless Controls and Smart Building Solutions.
The company is a private limited by shares and is incorporated in England and Wales. 
The address of its registered office is 13 Gateway Trading Estate, Hythe Road, London, NW10 6RJ.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 21 June 2018.

Page 5

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

 
2.3

Going concern

With COVID coming to an end, the Group has started to recover. 2021 Revenues are up 16% on 2020, coming in at £8.2m, and EBITDA was up slightly on 2020 at £1.2m.
The business has continued to invest in people. marketing and new products to drive growth, and we are seeing the benefits of this investment in 2022. As at the end of April, the business is ahead of its plan and last year in terms of revenue and profit. On the back of this investment, we expect 2022 to be a year of strong growth in terms of both Revenue and EBITDA.
Risks we see are the continuing challenge in the general global supply chain. As a result, the business has invested heavily in building healthy stock levels to ensure we can meet demand. This has an impact on cash, but the business is generating strong EBITDA, and has good cashflow.
Based on this, the directors believe at the time of signing these financial statements, that they should be prepared on a going concern basis.

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

Page 6

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group 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 Group has transferred the significant risks and rewards of ownership to the buyer;
the Group 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 Group 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.

 
2.6

Operating leases: the Group as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

The Group has taken advantage of the optional exemption available on transition to FRS 102 which allows lease incentives on leases entered into before the date of transition to the standard 01 January 2020 to continue to be charged over the period to the first market rent review rather than the term of the lease.

 
2.7

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Consolidated Statement of Comprehensive Income in the same period as the related expenditure.

 
2.8

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.9

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 7

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

 
2.10

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.11

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

 
2.12

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.

 
2.13

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share 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 Consolidated Statement of Comprehensive Income over its useful economic life.

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.

 
2.14

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 8

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)


2.14
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.

Depreciation is provided on the following basis:

Short-term leasehold property
-
25%
reducing balance method
Plant and machinery
-
25%
reducing balance method
Motor vehicles
-
25%
reducing balance method
Fixtures and fittings
-
25%
reducing balance method

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 profit or loss.

 
2.15

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.16

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 weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting 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.

 
2.17

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.18

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.

Page 9

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

 
2.19

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group 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 profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the reporting 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 Statement of Financial Position.

 
2.20

Financial instruments

The Group only enters into basic financial instrument 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 share.
(i) Financial assets
Basic financial assets, including trade and other debtors, and amounts due from related companies, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Such assets are subsequently carried at amortised cost using the effective interest method. At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the Statement of Income and Retained Earnings/Statement of Comprehensive Income.
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
(ii) Financial liabilities
Basic financial liabilities, including trade and other creditors and accruals, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. 
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

 
Page 10

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)


2.20
Financial instruments (continued)

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
(iii) Offsetting
Financial assets and liabilities are offset and 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.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that believed to be reasonable under the circumstances.
No judgments (apart from those involving estimates) have been made in the process of applying the above accounting policies.
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year include:
(i)    Stock provisions
The group made a provision against any stock held for a period longer than twelve months.
(ii)   Warranty provision
The group makes a provision for the return of faulty goods sold to customers within their warranty period. 
(iii)   Preference shares
The group has preference shares in issue which could be disclosed as debt or equity and this classification requires judgment. The rights associated with these shares has been reviewed and concluded that they should be disclosed as debt within these accounts.


4.


Employees

The average monthly number of employees, including directors, during the year was 21 (2020 - 21).

Page 11

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

5.


Taxation


2021
2020
£
£

Corporation tax


Current tax on profits for the year
161,708
161,341

Adjustments in respect of previous periods
-
(65,493)


161,708
95,848


Total current tax
161,708
95,848

Deferred tax

Total deferred tax
-
-


Taxation on profit on ordinary activities
161,708
95,848

Factors affecting tax charge for the year

There were no factors that affected the tax charge for the year which has been calculated on the profits on ordinary activities before tax at the standard rate of corporation tax in the UK of  19% (2020 - 19%).



6.


Parent company profit for the year

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. The loss after tax of the parent Company for the year was £650,647 (2020 - £597,086).

Page 12

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

7.


Intangible assets

Group





Developm't expenditure
Website
Goodwill
Total

£
£
£
£



Cost


At 1 January 2021
420,000
33,577
10,372,899
10,826,476



At 31 December 2021

420,000
33,577
10,372,899
10,826,476



Amortisation


At 1 January 2021
168,075
2,450
2,176,420
2,346,945


Charge for the year on owned assets
42,000
7,782
1,037,290
1,087,072



At 31 December 2021

210,075
10,232
3,213,710
3,434,017



Net book value



At 31 December 2021
209,925
23,345
7,159,189
7,392,459



At 31 December 2020
251,925
31,127
8,196,479
8,479,531



Page 13

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

8.


Tangible fixed assets

Group






Short-term leasehold property
Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£
£
£
£
£



Cost or valuation


At 1 January 2021
90,036
112,239
66,507
205,907
474,689


Additions
-
63,326
-
-
63,326


Disposals
-
-
(31,507)
-
(31,507)



At 31 December 2021

90,036
175,565
35,000
205,907
506,508



Depreciation


At 1 January 2021
90,036
112,239
58,807
180,939
442,021


Charge for the year on owned assets
-
7,318
1,471
4,205
12,994


Disposals
-
-
(31,507)
-
(31,507)



At 31 December 2021

90,036
119,557
28,771
185,144
423,508



Net book value



At 31 December 2021
-
56,008
6,229
20,763
83,000



At 31 December 2020
-
-
7,700
24,968
32,668

Page 14

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

9.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2021
5,121,080



At 31 December 2021
5,121,080





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Class of shares

Holding

Helios Bidco Limited
Ordinary
100%
Helios Midco Limited
Ordinary
  100%
Walter Logan & Company Limited
Ordinary
  100%
Prime Light Electrcial Limited
Ordinary
 100%

The company holds a direct investment in Helios Midco Limited and indirect investment in the other companies noted above. Walter Logan & Company Limited was dissolved on 21 September 2021. All subsidiaries' registered office is: 13 Gareway trading Estate, Hythe Road, London NW10 6RJ


10.


Stocks

Group
Group
2021
2020
£
£

Raw materials and consumables
1,350,890
619,986

1,350,890
619,986




Page 15

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

11.


Debtors

Group
Group
Company
Company
2021
2020
2021
2020
£
£
£
£


Trade debtors
1,667,783
1,256,774
-
-

Amounts owed by group undertakings
-
-
1,200
1,200

Other debtors
2,352
-
-
-

Prepayments and accrued income
149,812
297,842
-
-

1,819,947
1,554,616
1,200
1,200



12.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2021
2020
2021
2020
£
£
£
£

Bank loans
700,000
700,000
-
-

Trade creditors
1,553,776
840,854
-
-

Amounts owed to group undertakings
-
-
86,973
-

Corporation tax
115,982
64,274
-
-

Other taxation and social security
289,833
677,747
-
-

Other creditors
32,688
82,387
-
-

Accruals and deferred income
847,169
728,498
-
-

3,539,448
3,093,760
86,973
-


Page 16

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

13.


Creditors: Amounts falling due after more than one year

Group

Group
Company

Company
2021
2020
2021
2020
£
£
£
£

Bank loans
1,787,500
2,487,500
-
-

Other loans
1,972,224
2,000,000
-
-

Accruals and deferred income
1,796,932
1,162,537
1,796,932
1,162,537

Share capital treated as debt
50,215
50,923
50,215
50,923

Financial instruments (after 1 yr)
4,971,333
5,041,346
4,971,333
5,041,346

10,578,204
10,742,306
6,818,480
6,254,806


The bank loans are secured by a fixed and floating charge over the assets of the group.
In the directors' opinion, the preference shares that are shown within long term liabilities represent equity rather than debt. It was always the intention when completing the acquisition of Prime Light Electrical Limited, that there would be a balanced mix of debt financing by way of bank loans and equity investments from our investors. The agreements we reached with our investors from a commercial perspective indicate that their investment is clearly equity, however unfortunately due to the reporting requirements of Financial Reporting Standard 102 "FRS 102" the clauses behind the investment mean that from an accounting view they need to be shown as debt financing in these financial statements.

Page 17

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

14.


Loans

Analysis of the maturity of loans is given below:


Group
Group
2021
2020
£
£

Amounts falling due within one year

Bank loans
700,000
700,000


700,000
700,000

Amounts falling due 1-2 years

Bank loans
703,125
700,000


703,125
700,000

Amounts falling due 2-5 years

Bank loans
1,084,375
1,787,500

Other loans
1,972,224
2,000,000


3,056,599
3,787,500

Amounts falling due after more than 5 years

4,459,724
5,187,500


Page 18

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

15.


Provisions


Group






Warranty provision

£





At 1 January 2021
255,941


Charged to profit or loss
(80,000)



At 31 December 2021
175,941


16.


Share capital

2021
2020
£
£
Shares classified as equity

Allotted, called up and fully paid



432 (2020 - 432) Ordinary A1 Shares shares of £0.01 each
4
4
1 (2020 - 1) Ordinary A2 Shares share of £0.01
-
-
13,557 (2020 - 13,557) Ordinary A3 Shares shares of £0.01 each
136
136
4,665 (2020 - 4,665) Ordinary A4 Shares shares of £0.01 each
47
47
6,087 (2020 - 6,087) Ordinary B Shares shares of £0.01 each
61
61
6,459 (2020 - 6,459) Ordinary C Shares shares of £0.01 each
65
65

313

313

The A1, A3 and A4 Ordinary Shares all rank pari passu with each other and have voting and dividend rights attached to them. Other than a material default period, the B and C Ordinary Shares rank pari passu with these shares.
The A2 Ordinary Shares have no voting rights associated with them although they are entitled to dividends on them.

2021
2020
£
£
Shares classified as debt

Allotted, called up and fully paid



5,021,548 (2020 - 5,092,269) Preference shares of £0.01 each
50,215
50,923


During the year 70,721 Preference Shares of £0.01 each were redeemed for a consideration of £70,721.

Page 19

 
HELIOS TOPCO LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

17.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group  in an independently administered fund. Contributions totaling £2,687 (2020: £3,447) were payable to the fund at the reporting date and are included in creditors.


18.


Commitments under operating leases

At 31 December 2021 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2021
2020
£
£

Not later than 1 year
93,816
93,816

Later than 1 year and not later than 5 years
97,414
191,230

191,230
285,046

19.


Related party transactions

Where possible the company has taken advantage of the exemption conferred by section 33.1A of FRS 102 from the requirement to disclose transactions with other wholly owned group undertakings.
During the year, the group was charged chairman fees, consultancy fees and management fees of £167,502 (2020: £146,559) by companies with common directors. At the year end £2,292 (2020: £2,292) was outstanding and shown within trade creditors.
Included within creditors due within 1 year is an amount of £240,883 (2020: £154,722) owed to certain directors of the company. In addition, included within creditors due after 1 year is a balance of £672,243 (2020: £700,019) owed the same individuals.
Interest amounting to £86,161 (2020: £81,220) has been charged on those balances for the year.


20.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2021 was unqualified.

The audit report was signed on 22 June 2022 by Michael Wedge FCA (Senior Statutory Auditor) on behalf of BKL Audit LLP.

Page 20