ACCOUNTS - Final Accounts preparation


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Registered number: 12550376
















FILMS @ 59 HOLDINGS LIMITED




ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021


































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FILMS @ 59 HOLDINGS LIMITED

 
COMPANY INFORMATION


DIRECTORS
S Dyer (appointed 9 February 2021)
G L Fucci (appointed 9 February 2021)
G Panayiotou (appointed 9 February 2021)
M J Prudence 




REGISTERED NUMBER
12550376



REGISTERED OFFICE
59 Cotham Hill

Bristol

BS6 6JR




INDEPENDENT AUDITORS
Bishop Fleming LLP
Chartered Accountants & Statutory Auditors

10 Temple Back

Bristol

BS1 6FL






FILMS @ 59 HOLDINGS LIMITED


CONTENTS



Page
Group strategic report
 
1 - 6
Directors' report
 
7 - 8
Independent auditors' report
 
9 - 12
Consolidated statement of comprehensive income
 
13
Consolidated statement of financial position
 
14
Company statement of financial position
 
15
Consolidated statement of changes in equity
 
16
Company statement of changes in equity
 
17
Consolidated Statement of cash flows
 
18
Consolidated analysis of net debt
 
19
Notes to the financial statements
 
20 - 39



FILMS @ 59 HOLDINGS LIMITED

 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2021

INTRODUCTION
 
The purpose of this report is to provide an analysis of the Group and company's past performance and to provide insight into the Group's main objectives, strategies, future prospects, the principal risks it faces moving forward and to provide information to assess how the directors have performed their duty to promote the success of the Group.

BUSINESS REVIEW
 
Films at 59 Holdings Limited was incorporated in April 2020, and became active in February 2021, to act as a vehicle for the establishment of an Employee Management Incentive (EMI) scheme, and to transfer controlling interest in the group to an Employee Benefit Trust (EBT).  The Trust is in place to manage the company for the benefit of all current and future employees.

Films at 59 is an award winning media support company based in the Bristol, UK. The company has gained both national and international recognition for its work in a variety of genres, but always in partnership with other businesses both within our region and beyond.  We are fiercely proud of our Bristol heritage and the creative city we live and work within, and have always strived to work collaboratively to bring success not only to ourselves, but to the city and region as a whole.

Our Business Model and Company Philosophy
We provide end-to-end solutions: crews, location equipment hire, workflow consultancy, post-production finishing and completed programme quality assurance and delivery. In our ever-growing and over-crowded world of media content creation, we know that our clients require flexibility, responsiveness, creative flair and budgetary “peace of mind”.  We strive to meet and exceed their expectations with every project we work on.

Our company mission statement is this:  “By delivering personal, flexible and innovative solutions, we enable our clients to achieve their ambitions, creatively and within budget. We are committed to being a sustainable business which treats everybody with respect.”

It is thanks to the hard work, talent and commitment of all of our staff that we are able to achieve success and continually rank amongst the top 15 post-production houses in the nation.  We have been nominated multiple times for the industry recognised Broadcast Magazine ‘Best Post Production Facility’ award, and were immensely proud to finally bring this home to Bristol and the South West in early 2018.

Our Strategy
The Group has a strong management team with excellent commercial, technical and financial skills and entrepreneurial flair. We appreciate our creative, operational and support talent who commit fully to our clients and their projects.  This customer-focused work ethic across all activities has, over the long term, built trust and an enviable reputation in our sector.

We are a business that invests in new technology to ensure we are creative and forward-thinking.  We have nurtured strong relationships with key suppliers and manufacturers to ensure we are always ‘ahead of the curve’ and our collaborative nature means that we always view these relationships as a two way street.  We are active participants in beta tests and field trials, and pride ourselves on providing real world feedback to manufacturers so that they can produce the best equipment for ourselves and our clients.

A key part of our strategy is maintaining and strengthening relationships with our clients, working collaboratively with them to win commissions and bring in confirmed work.  We sometimes offer our services to help pilot or test new ideas, and get involved in the pre-production planning as early as possible to help identify innovative and cost-effective workflows.  In the digital age, workflow is king.

The media industry – particularly in the broadcast and film sector – can suffer turbulence due to high level changes at broadcaster and commissioner levels.  We pride ourselves on keeping ahead of these changes and working with our clients to maximise our collective potential.
 
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FILMS @ 59 HOLDINGS LIMITED


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021

Business Activities and Performance
Following the restructure, turnover in the year to December 2021 totalled £15m.  This was a very pleasing result and confirmed the underlying strength of the business, coming as it did after the severe disruption due to COVID-19 in 2020. 

Investment in 2021 returned to normal levels as strong demand for both equipment hire and post production drove the need for additional resources.  In particular, we now have a far stronger offering in the market for drama equipment, with a growing reputation for quality and flexibility.Films at 59 is an award winning media support company based in the Bristol, UK. The company has gained both national and international recognition for its work in a variety of genres, but always in partnership with other businesses both within our region and beyond.  We are fiercely proud of our Bristol heritage and the creative city we live and work within, and have always strived to work collaboratively to bring success not only to ourselves, but to the city and region as a whole.

CORPORATE SOCIAL RESPONSIBILITY

As well as being a good employer (the majority of our staff have grown with the business for over 10 years), having created many full time jobs, championed the local freelance economy and provided business opportunities to our various clients and suppliers, the company's prime directive has always been 'customer satisfaction' - getting good products to people at fair prices and providing excellent after sales support. Most of our business is repeat business from long established relationships or via word of mouth.  Our customers know we stand behind what we do.

The Group endorses the active application of equal opportunities policies to provide fair and equitable conditions for all employees regardless of sex, family status, religion, creed, colour, ethnic origin, age, disability or sexual orientation.

Consultation with employees has continued at all levels, with the aim of ensuring their views are taken into account when decisions are made that are likely to affect their interests and that all employees are aware of the performance of the company and issues in the wider industry

PRINCIPAL RISKS AND UNCERTAINTIES
 
The directors have reviewed and agreed policies for managing the financial risks, and these are summarised below:

1/ COVID-19
The film and television sector faced a number of unique challenges as it navigated through the changing landscape of the COVID-19 pandemic.  Our strategy of maintaining close contact with our clients meant we were in a position to provide the services they required during and beyond lockdown in the UK and elsewhere.

As restrictions began to slowly ease in 2021, broadly speaking, the measures we adopted in 2020 helped to steer us through the worse of the lockdowns, and we were well positioned to restart and grow our operations when required.  During the year it became more evident that there is a strong demand for the type of content that we work on, and the underlying growth trend of the SVOD marketplace was strengthened during 2020 and early 2021 as significant numbers of people were forced to stay at home and needed distraction and entertainment.

We are reliant on our clients to win commissions from the broadcasters and SVOD services, and it is in our best interests to help them achieve that, against the background of the ongoing effects of the pandemic, whether through the use of new technology on location and in production, or by changes to the way we work to deliver those commissions.

2/  The Marketplace
The changes to our market continue as technology evolves and new ways of producing and consuming content become popular.  There has been further growth in “Subscription Video on Demand” (SVOD) streaming services in 2021, primarily out of the USA, and these new broadcasters have generated strong demand for high quality content, both in factual and entertainment genres.  An interesting facet of this trend is that their customer base is generally global, and as such they are commissioning content globally as well.
 
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FILMS @ 59 HOLDINGS LIMITED


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021

The traditional broadcasters are not unaware of these changes in the marketplace, and many have launched their own SVOD services to complement their traditional broadcast channels.  BBC Studios – the independent, commercial production company spun out of the BBC – continues to find its feet, and as it is outside of the public service BBC organisation, it is able to take advantage of other commercial opportunities with different broadcasters and the SVOD services.

In Bristol, SVOD broadcasters such as Netflix, Disney+ and Apple continue to commission work from our clients as they seek to build genre libraries, primarily natural history and drama, and a marked acceleration of their activity in 2020/2021 was a key factor driving our recovery from the effects of the pandemic.  4K (UHD) and High Dynamic Range (HDR) content is becoming much more common, particularly for the SVOD services.

Moving forward, we face the following risks in the marketplace:

Ongoing Market Disruption Risk
We are ultimately dependent on our clients winning commissions from broadcasters and high level changes continue to be disruptive.  We are, however, aware of these factors and work hard with our clients to deliver that ‘little bit extra’ that hopefully helps their programmes attract the audiences that provide future commissions.  There is continuing pressure across the public broadcasters for increased investment in the nations and regions which brings opportunities that will be approached with enthusiasm and care.  Similarly, the SVOD services are a major market disruptor, supporting a secular shift in viewing habits which is generational in scope.

Price risk
We continue to compete effectively and are regularly monitoring our services.  We are in a competitive market and feel that global uncertainty, as well as flux in broadcaster commissions, has forced rates down. In an industry with a high level of ‘value add’, we are also unfortunately facing some competition based on ‘price’ rather than ‘value for money’.  We continue to work with our clients to maintain a balance that ensures they receive the creative and technical expertise they demand whilst keeping the business sustainable.

Interest rate risk
Group bank borrowings incur interest at market rates. The Group mitigates its exposure through the ongoing monitoring of the rates being applied.  We continue to keep our borrowings at a sustainable level that allows for a sensible amount of ongoing investment.

Credit risk
Customer credit risk is addressed through a mixture of credit worthiness checks and a proactive approach to credit control.  Through the COVID-19 pandemic, we will be paying particular attention to at-risk accounts and act in advance to put in place payment plans or limit exposure.

3/  The Technology
Technology moves ever onward, with 4K (UHD) replacing high definition (HD) as the high-end format of choice and an increasing number of programmes being delivered in High Dynamic Range (HDR) formats.  New camera technology is coming to market all the time, and a strategic approach is needed to ensure that our finite resources are invested wisely.  File-based delivery over the Internet is now the norm and continual investment is needed in connectivity, storage and the technology to secure our systems and processes.  Our investment in previous years has put us in a good position to take advantage of these developments, and we continue to pursue relationships with manufacturers and suppliers that provide us with insight into their future direction.

4/  The Operation
We work closely with our project management and workflow teams to ensure we have a transparent and accurate way of managing projects, and ensure new learning is applied easily to new projects. Our internal (bespoke) booking system has been further enhanced to focus on revenue prediction, cost reconciliation and workload management.

We also continue to work closely with our clients to provide in-house training of their teams to help ensure efficiencies are made across the board.  We have worked hard to continue to invest in our staff to meet ever-changing creative, technical, and cultural changes in the business.

We are continually watchful of sales revenue and costs in these tough and unprecedented economic times.
 
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FILMS @ 59 HOLDINGS LIMITED


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021

5/  Other Macro-Economic Factors
Whilst it may be argued that the direct effects of the COVID-19 pandemic have moved into the background, the indirect effects are potentially more of a long term threat to the stability of the current global economic system.  In particular, the notion of very non-redundant, global supply chains is being challenged, as ongoing disruption to shipping, offshore manufacturing and raw material supply provides an argument for unwinding the decade’s long shift towards significant consolidation and offshoring of key manufacturing activities. 

In particular, our industry has a high reliance on technology, and the concentration of key parts of the technology supply chain into the hands of a very small number of global players, has seen shortages and supply disruptions which have had a negative impact on the availability of everything, from cars through to graphics cards.

We are also facing unprecedented challenges to global energy and food supplies, exacerbated by geopolitical developments but fundamentally underscored by the need to move away from fossil fuels to satisfy the drive to combat man-made climate change.

We are already seeing our energy costs increase, and upward pressure on wages continues as domestic economic conditions make it more difficult for households to make ends meet.  It is also certain that as disposable incomes reduce – both in the UK and worldwide – maintaining subscriptions to multiple SVOD services will no longer be sustainable, and we may well see a reduction in production activity or consolidation in the sector as those services unable to attract sufficient subscribers are swept up by more dominant players.

We have also experienced difficulty securing new equipment due to global shortages, although we have mitigated the impact of this by careful planning and making sure that we factor in the potential for delays to supply.  In equipment hire, it is interesting that our clients are now also aware of the possibility of shortages, and are more proactive in planning their bookings as a result.

All of these factors are, of course, out of our control, however we are not unaware of their significance, and make sure that all of our decision making is in line with our best predictions for  the macro-economic conditions within which the business operates.

FINANCIAL KEY PERFORMANCE INDICATORS
 
The company uses a variety of metrics to assess performance, including turnover, profit before tax, cash and cost of sales.

FINANCIAL KEY PERFORMANCE INDICATORS
Profit before tax for the year ending December 2021 was £3.9m, a continuing reflection of the results of our efforts to restructure the group for sustainability and profitability during a very difficult period. Turnover for the year ending December 2021 was £15m. 

Closing cash balance for the year ending December 2021 was £5.7m, which is largely due to the restructure of the business removing surplus assets.  Beyond that, however, our underlying cash balance increased, reflecting our cautious approach to investment and control of operating costs.

Cost of sales as a percentage of turnover for the year ending December 2021 was 28%.

NON-FINANCIAL KEY PERFORMANCE INDICATORS
Client retention is an important KPI for us.  Almost all of the clients present in our top twenty customer list from the year ending December 2020 are present in or around the top twenty list for the year ending December 2021.

Attracting new clients and new business is also very important.  We have seen steady growth in new accounts this year, with over 130 account openings across both post production and equipment hire.

Employee retention is also key across creative, support and administration areas, although we promote a regular throughput of runners and junior trainee positions to bring new talent into the industry.  In the year ending December 2021, our non-runner employee retention rate was 88%. 

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FILMS @ 59 HOLDINGS LIMITED


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021

OTHER KEY PERFORMANCE INDICATORS
 
Consultation with employees has continued at all levels, with the aim of ensuring their views are taken into account when decisions are made that are likely to affect their interests and that all employees are aware of the performance of the company and issues in the wider industry.

It was always an ambition of the original shareholders to implement an employee share ownership scheme.  Progress was made with this in 2020, but it was ultimately put on hold due to the uncertainty of the COVID-19 pandemic.

However, as the situation clarified in 2021, clearance from HMRC was sought and obtained and the scheme came into existence in February 2021.  As a result, Films at 59 has transitioned to an Employee Owned Company, with an Employee Benefit Trust and an EMI Scheme the mechanism used to implement this change.

GOING CONCERN

Thanks to robust trading activity and a windfall return on investment in 2019, the company was in a strong financial position at the start of the COVID-19 pandemic.  The Directors have considered the principle risks to the Group and feel that as restrictions are eased and different ways of working are adopted, that there is an underlying strong demand that will underpin future trading.  Our record results in 2021 seem to support that view.  Certainly, the sector as a whole is reporting strong trading conditions and there is a feeling that we are currently in a ‘golden age’ for content production as the SVODs continue to disrupt the market.

This is a structural change in viewing habits, accelerated by the pandemic, which puts the producers of quality content on a strong footing going forward.  The UK and Bristol in particular has a global  reputation for producing such content, and inward investment into the UK will benefit our clients, which in turn provides us with a positive trading outlook for the next few years.

COVID-19 has caused widespread economic disruption but its impact is hopefully now diminishing, although supply chain disruption is still evident and the availability of some technical equipment is restricted.  Post production activity is largely office based, and as such, adherence to government guidelines and adoption of industry best practice should restrict ongoing operational disruption.  Production teams out on location have in place protocols to avoid adverse impact due to COVID-19 infections and this appears to be largely successful.

However, a key risk is a resurgence of the virus causing significant staff absences, both for us and our clients, or that travel and access restrictions could significantly disrupt filming of new content.  This would not only directly affect the equipment hire arm of the company, it would also feed through into reduced post production revenues.

The management are continuing to take a number of mitigating measures to reduce the impact of COVID-19 infections, including :
Use of testing where an infection is suspected, with a 5 day minimum ‘work from home’ recommendation.
Implementation of a strong sanitising regime, liberal use of floor markings to help with social distancing, and a strong message of safety and consideration given to both our staff and clients who come into our buildings.
Setting of capacity limits for operational areas such that we can work safely with the required social distancing measures in place.
Home working for staff, where appropriate, is being flexibly used to reduce risk at our offices.
Clients have the option of remote editing, where appropriate, to reduce their exposure and lessen the risks to our staff.

We are also entering a difficult period of global instability, as a number of factors conspire to disrupt supply chains, increase the cost of energy, and generally raise inflation to uncomfortable levels.  These factors are all outside of our control, however a careful and prudent approach to investment, as well as maintaining strong cost controls, are seen as a sensible response.  We always work closely with our clients to maximise their production budgets, and with upward pressure on prices, this is more important than ever.

Taking these factors into consideration, and also with reference to the strength of the Group’s balance sheet and forward order book, the directors believe the Group will be able to continue to trade for the foreseeable future.

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FILMS @ 59 HOLDINGS LIMITED


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021


This report was approved by the board and signed on its behalf.



G L Fucci
Director

Date: 1 September 2022

Page 6


FILMS @ 59 HOLDINGS LIMITED

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2021

The directors present their report and the financial statements for the year ended 31 December 2021.

DIRECTORS' RESPONSIBILITIES STATEMENT

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

RESULTS AND DIVIDENDS

The profit for the year, after taxation, amounted to £3,035,261.

During the period no dividends (2020: £Nil) on ordinary shares were recommended or paid. The company has accrued £17,808 for the preferential dividend relating to the 2021 financial year.

DIRECTORS

The directors who served during the year were:

S Dyer (appointed 9 February 2021)
G L Fucci (appointed 9 February 2021)
G Panayiotou (appointed 9 February 2021)
M J Prudence 

FUTURE DEVELOPMENTS

The future developments of the business are included within the Strategic Report.

DISCLOSURE OF INFORMATION TO AUDITORS

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

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FILMS @ 59 HOLDINGS LIMITED
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
POST BALANCE SHEET EVENTS

There have been no significant events affecting the Group since the year end.

AUDITORS

The auditorsBishop Fleming LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 






G L Fucci
Director

Date: 1 September 2022

59 Cotham Hill
Bristol
BS6 6JR

Page 8


FILMS @ 59 HOLDINGS LIMITED

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FILMS @ 59 HOLDINGS LIMITED
OPINION


We have audited the financial statements of Films @ 59 Holdings Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2021, which comprise the Group Statement of comprehensive income, the Group and Company Statements of financial position, the Group Statement of cash flows, the Group and Company Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2021 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


BASIS FOR 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


OTHER INFORMATION


The other information comprises the information included in the Annual Report other than the financial statements and  our Auditors' report thereon.  The directors are responsible for the other information contained within the Annual Report.  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. 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 course of 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 this gives rise to a material misstatement in the financial statements themselves.  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.


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FILMS @ 59 HOLDINGS LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FILMS @ 59 HOLDINGS LIMITED (CONTINUED)

OPINION 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 Group 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 Group 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 Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company 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.


RESPONSIBILITIES OF DIRECTORS
 

As explained more fully in the Directors' responsibilities statement set out on page 7, 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 Group's and the parent 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


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FILMS @ 59 HOLDINGS LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FILMS @ 59 HOLDINGS LIMITED (CONTINUED)

AUDITORS' 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 Auditors' 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 Group financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, we have considered the following:
The nature of the industry and sector, control environment and business performance;
Results of our enquires of management and directors in relation to their own identification and assessment of the risks of irregularities within the Group; and
any matters we identified having obtained and reviewed the Group’s documentation of their policies and procedures relating to: identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance; detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; the internal controls established to mitigate risks of fraud or noncompliance with laws and regulations.

As a result of these procedures, we have considered the opportunities and incentives that may exist within the organisation for fraud and identified the area of high risk to be in relation to revenue recognition, with a particular risk in relation to year-end cut-off. In common with all audits under ISAs (UK) we are also required to perform specific procedures to respond to the risk of management override.

We have also obtained an understanding of the legal and regulatory frameworks that the Group operates in, focussing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures within the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and UK tax legislation. In additions we considered provision of other laws and regulations that do not have a direct effect on the financial statements but compliance with may be fundamental for the Group’s ability to operate or avoid a material penalty. These included health and safety regulations, employment legislation and data protection laws.

Our audit procedures performed to respond to the risks identified included, but were not limited to:
Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
Reviewing the financial statement disclosures and testing to supporting documentation to assess the recognition of revenue;
Challenging assumptions and judgments made by management in their significant accounting estimates;
Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulation and fraud; 
Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; 
Reviewing board minutes; and
Identifying and testing journal entries, evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

We also communicated relevant identified laws and regulations and potential fraud risks to all  engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
Page 11


FILMS @ 59 HOLDINGS LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FILMS @ 59 HOLDINGS LIMITED (CONTINUED)


Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from an error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.

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 Auditors' 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 2006Our 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 Auditors' 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.






Roger Pimblett BA FCA (Senior statutory auditor)
for and on behalf of
Bishop Fleming LLP
Chartered Accountants
Statutory Auditors
10 Temple Back
Bristol
BS1 6FL

5 September 2022
Page 12


FILMS @ 59 HOLDINGS LIMITED

 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2021

2021
2020
Note
£
£

  

Turnover
 4 
14,992,957
-

Cost of sales
  
(4,125,809)
-

Gross profit
  
10,867,148
-

Administrative expenses
  
(6,995,018)
-

Other operating income
 5 
72,662
-

Operating profit
  
3,944,792
-

Gain on disposal of investment
  
132,256
-

Interest receivable and similar income
 10 
4,600
-

Interest payable and similar expenses
  
(200,393)
-

Profit before taxation
  
3,881,255
-

Tax on profit
  
(845,994)
-

Profit for the financial year
  
3,035,261
-

Profit for the year attributable to:
  

Owners of the parent Company
  
3,035,261
-

  
3,035,261
-

There was no other comprehensive income for 2021 (2020:£NIL).

The notes on pages 20 to 39 form part of these financial statements.

Page 13


FILMS @ 59 HOLDINGS LIMITED
REGISTERED NUMBER:12550376

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2021

2021
2020
Note
£
£

Fixed assets
  

Intangible assets
 13 
(2,186,729)
-

Tangible assets
 14 
7,011,502
-

Investments
 15 
40,000
-

  
4,864,773
-

Current assets
  

Stocks
 16 
10,969
-

Debtors: amounts falling due within one year
 17 
2,952,268
-

Cash at bank and in hand
 18 
5,685,407
-

  
8,648,644
-

Creditors: amounts falling due within one year
 19 
(3,501,606)
-

Net current assets
  
 
 
5,147,038
 
 
-

Total assets less current liabilities
  
10,011,811
-

Creditors: amounts falling due after more than one year
  
(6,029,594)
-

Provisions for liabilities
  

Deferred taxation
 23 
(945,776)
-

  
 
 
(945,776)
 
 
-

Net assets
  
3,036,441
-


Capital and reserves
  

Called up share capital 
  
1,180
-

Profit and loss account
 25 
3,035,261
-

Equity attributable to owners of the parent Company
  
3,036,441
-


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 





G L Fucci
Director

Date: 1 September 2022

The notes on pages 20 to 39 form part of these financial statements.

Page 14


FILMS @ 59 HOLDINGS LIMITED
REGISTERED NUMBER:12550376

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2021

2021
2020
Note
£
£

Fixed assets
  

Investments
 15 
16,102,001
-

  
16,102,001
-

Current assets
  

Debtors: amounts falling due within one year
 17 
1,180
-

  
1,180
-

Creditors: amounts falling due within one year
 19 
(120,454)
-

Net current (liabilities)/assets
  
 
 
(119,274)
 
 
-

Total assets less current liabilities
  
15,982,727
-

  

Creditors: amounts falling due after more than one year
 20 
(5,173,014)
-

  

Net assets
  
10,809,713
-


Capital and reserves
  

Called up share capital 
 24 
1,180
-

Profit and loss account
 25 
10,808,533
-

  
10,809,713
-


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 





G L Fucci
Director

Date: 1 September 2022

The notes on pages 20 to 39 form part of these financial statements.

Page 15


FILMS @ 59 HOLDINGS LIMITED


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 January 2021
-
-
-



Profit for the year
-
3,035,261
3,035,261

Shares issued during the year
1,180
-
1,180


At 31 December 2021
1,180
3,035,261
3,036,441

The notes on pages 20 to 39 form part of these financial statements.

Page 16


FILMS @ 59 HOLDINGS LIMITED


COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 January 2021
-
-
-



Profit for the year
-
10,808,533
10,808,533

Shares issued during the year
1,180
-
1,180


At 31 December 2021
1,180
10,808,533
10,809,713

The notes on pages 20 to 39 form part of these financial statements.

Page 17


FILMS @ 59 HOLDINGS LIMITED


CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2021

2021
2020
£
£

Cash flows from operating activities

Profit for the financial year
3,035,261
-

Adjustments for:

Amortisation of intangible assets
(463,852)
-

Depreciation of tangible assets
1,564,879
-

Profit on disposal of tangible assets
(116,039)
-

Interest paid
200,393
-

Interest received
(4,600)
-

Taxation charge
845,994
-

(Increase)/decrease in stocks
(4,836)
-

Decrease in debtors
2,612,540
-

Increase in creditors
1,150,525
-

Corporation tax received
676,725
-

Net cash generated from operating activities

9,496,990
-


Cash flows from investing activities

Net cash outflow on acquisition
(1,047,219)
-

Purchase of tangible fixed assets
(1,950,473)
-

Sale of tangible fixed assets
161,615
-

Interest received
4,600
-

Net cash from investing activities

(2,831,477)
-

Cash flows from financing activities

Repayment of loans
(250,000)
-

Repayment of/new finance leases
(620,535)
-

Interest paid
(109,571)
-

Net cash used in financing activities
(980,106)
-

Net increase in cash and cash equivalents
5,685,407
-

Cash and cash equivalents at the end of year
5,685,407
-


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
5,685,407
-

5,685,407
-


The notes on pages 20 to 39 form part of these financial statements.

Page 18


FILMS @ 59 HOLDINGS LIMITED


CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2021





Cash flows
Acquisition and disposal of subsidiaries
New finance leases
At 31 December 2021
£

£

£

£

Cash at bank and in hand

(4,269,375)

9,954,782

-

5,685,407

Debt due after 1 year

250,000

(5,350,000)

-

(5,100,000)

Debt due within 1 year

(230)

(331)

-

(561)

Finance leases

620,535

(1,990,183)

(358,807)

(1,728,455)



(3,399,070)
2,614,268
(358,807)
(1,143,609)

The notes on pages 20 to 39 form part of these financial statements.

Page 19


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

1.


GENERAL INFORMATION

Films at 59 Holdings Limited is a company limited by shares incorporated in England and Wales. The registered office is 59 Cotham Hill, Clifton, Bristol, BS6 6JR.

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 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.

Page 20


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.ACCOUNTING POLICIES (continued)

 
2.3

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'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.4

REVENUE

Turnover represents amounts receivable for media production services, hire of media equipment and rents received. Hire and rental income is recognised in the period for which it is receivable. Media production services income is recognised in the period to which it relates.

 
2.5

OPERATING LEASES: THE GROUP AS LESSEE

Where assets are financed by leasing agreements that give rights approximating to ownership (finance leases), the assets are treated as if they had been purchased outright. The amount capitalised is the present value of the minimum lease payments payable over the term of the lease.  The corresponding leasing commitments are shown as amounts payable to the lessor. Depreciation on the relevant assets is charged to profit or loss over the shorter of estimated useful economic life and the term of the lease.

  
2.6

OPERATING LEASES: THE GROUP AS LESSEE

Rentals paid under operating leases are charged to the statement of comprehensive income on a straight line basis over the lease term.

Page 21


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.ACCOUNTING POLICIES (continued)

 
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.

 
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.

Page 22


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.ACCOUNTING POLICIES (continued)

 
2.12

CURRENT AND DEFERRED TAXATION

The tax expense for the year comprises current and deferred tax. 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.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

 
2.13

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 23


FILMS @ 59 HOLDINGS 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, SELECT OR ENTER METHOD.

Depreciation is provided on the following basis:

Freehold property
-
50 years straight line
Short-term leasehold property
-
5 years straight line
Plant and machinery
-
between 3 and 6 years straight line
Motor vehicles
-
5 years straight line
Fixtures and fittings
-
5 years straight line
Film lenses
-
between 5 and 15 years straight line

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 first in, first out 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.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.19

CREDITORS

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 24


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

2.ACCOUNTING POLICIES (continued)

 
2.20

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.

 
2.21

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 ordinary shares.

 
2.22

DIVIDENDS

Dividends on shares recognised as liabilities are recognised as expenses and classified within interest payable.


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 are believed to be reasonable under the circumstances. Management consider the following to be significant judgments in applying accounting policies and key sources of estimation uncertainty:

Useful economic lives of intangible assets
The annual amortisation charge is sensitive to any changes in the estimated useful life and residual values of the intangible asserts. The useful economic lives and residual value is assessed on an annual basis and are amended only when evidence shows a change in the estimated economic lives or residual life. Criteria used to assess the economic life and residual value includes technological advancement, economic utilisation condition the asset and future investments.

Depreciation
The company holds significant fixed asset across a range of categories. The rates of depreciation applied to fixed assets are based on management's estimate of the useful economic life of these assets and estimate of the period over which economic benefits are likely to flow to the company from their use.

Impairment of tangible fixed assets
Tangible fixed assets are impaired where management consider their net book value to be greater than their recoverable amount. The recoverable amount is assessed as the higher of management's best estimate, given available information, of the future economic benefits to the company from using the asset and the price which could be obtained in an orderly sale of the asset.

Page 25


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

4.


TURNOVER

An analysis of turnover by class of business is as follows:


2021
£

Media Production Services
14,013,065

Rent
979,892

14,992,957


Analysis of turnover by country of destination:

2021
£

United Kingdom
14,917,642

Rest of Europe
64,161

Rest of the world
11,154

14,992,957



5.


OTHER OPERATING INCOME

2021
£

Government grants receivable
72,662

72,662


During the year the Group received the following government grants:
£2,827 in relation to the Coronavirus Job Retention Scheme;
£67,430 contribution under the Coronavirus Business Interruption Loan Scheme towards interest on the loan and hire purchase contracts; and
£2,405 in relation to the Coronavirus Statutory Sick Pay Rebate Scheme.


6.


OPERATING PROFIT

The operating profit is stated after charging:

2021
£

Depreciation of tangible fixed assets
1,564,879

(Profit) / loss on disposal
(116,039)

Exchange differences
177

Other operating lease rentals
375,391

Defined contribution pension cost
253,901

Page 26


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

7.


AUDITORS' REMUNERATION

2021
£


Fees payable to the Group's auditor and its associates for the audit of the Group's annual financial statements
18,950


FEES PAYABLE TO THE GROUP'S AUDITOR AND ITS ASSOCIATES IN RESPECT OF:


All other services
14,174

14,174


8.


EMPLOYEES

Staff costs, including directors' remuneration, were as follows:


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


Wages and salaries
4,019,844
-
-
-

Social security costs
406,286
-
-
-

Cost of defined contribution scheme
253,901
-
-
-

4,680,031
-
-
-


The average monthly number of employees, including the directors, during the year was as follows:


        2021
            No.






Director
4



Employees
137

141

The Company has no employees other than the directors, who did not receive any remunerationNIL)
Page 27


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

9.


DIRECTORS' REMUNERATION

2021
£

Directors' emoluments
253,374

Group contributions to defined contribution pension schemes
18,168

271,542


During the year retirement benefits were accruing to 4 directors in respect of defined contribution pension schemes.

The highest paid director received remuneration of £77,636.

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £5,661.


10.


INTEREST RECEIVABLE

2021
£


Other interest receivable
4,600

4,600


11.


INTEREST PAYABLE AND SIMILAR EXPENSES

2021
£


Bank interest payable
5,208

Other loan interest payable
73,014

Preference share dividends
17,808

Finance leases and hire purchase contracts
104,363

200,393

Page 28


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

12.


TAXATION


2021
£

CORPORATION TAX


Current tax on profits for the year
225,429

Adjustments in respect of previous periods
(3,158)


222,271


TOTAL CURRENT TAX
222,271

DEFERRED TAX


Origination and reversal of timing differences
623,723

TOTAL DEFERRED TAX
623,723


TAXATION ON PROFIT ON ORDINARY ACTIVITIES
845,994

FACTORS AFFECTING TAX CHARGE FOR THE YEAR

The tax assessed for the year is lower than the standard rate of corporation tax in the UK of 19%. The differences are explained below:

2021
£


Profit on ordinary activities before tax
3,881,255


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19%
737,438

EFFECTS OF:


Non-tax deductible amortisation of goodwill and impairment
(88,132)

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
11,254

Capital allowances for year in excess of depreciation
(109,911)

Adjustments to tax charge in respect of prior periods
(3,158)

Other timing differences leading to an increase (decrease) in taxation
96,646

Non-taxable income
(25,129)

Remeasurement of deferred tax
226,986

TOTAL TAX CHARGE FOR THE YEAR
845,994


FACTORS THAT MAY AFFECT FUTURE TAX CHARGES

Page 29


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
 
12.TAXATION (CONTINUED)

The UK corporation tax rate will rise from 19% to 25% in 2023 and this was substantively enacted on 24
May 2021. Accordingly, this rate will be used to measure any deferred tax assets and liabilities in future
reporting periods.


13.


INTANGIBLE ASSETS

Group 




Negative goodwill

£





Additions
(2,650,581)



At 31 December 2021

(2,650,581)





Charge for the year on owned assets
(463,852)



At 31 December 2021

(463,852)



NET BOOK VALUE



At 31 December 2021
(2,186,729)



Page 30


FILMS @ 59 HOLDINGS LIMITED



 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
 
  



14.


TANGIBLE FIXED ASSETS


Group







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

£
£
£
£
£
£
£



COST OR VALUATION


Additions
29,460
30,600
1,540,286
16,467
3,238
689,229
2,309,280


Acquisition of subsidiary
30,422
856,295
10,942,209
68,910
17,829
4,595,087
16,510,752


Disposals
-
-
(496,575)
(16,115)
-
(192,812)
(705,502)



At 31 December 2021

59,882
886,895
11,985,920
69,262
21,067
5,091,504
18,114,530



DEPRECIATION


Charge for the year on owned assets
9,844
94,746
1,168,266
11,600
1,931
278,492
1,564,879


Acquisition of subsidiary
8,762
472,800
7,562,735
40,580
13,676
2,099,522
10,198,075


Disposals
-
-
(488,731)
(16,115)
-
(155,080)
(659,926)



At 31 December 2021

18,606
567,546
8,242,270
36,065
15,607
2,222,934
11,103,028



NET BOOK VALUE



At 31 December 2021
41,276
319,349
3,743,650
33,197
5,460
2,868,570
7,011,502
Page 31


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

           14.TANGIBLE FIXED ASSETS (CONTINUED)

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2021
£



Land and buildings
212,628

Plant and machinery
840,770

Film lenses
1,410,295

2,463,693


15.


FIXED ASSET INVESTMENTS

Group





Unlisted investments

£



COST OR VALUATION


Additions arising on business combinations
75,000



At 31 December 2021

75,000



IMPAIRMENT


Arising on business combinations
35,000



At 31 December 2021

35,000



NET BOOK VALUE



At 31 December 2021
40,000

Page 32


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
Company





Investments in subsidiary companies

£



COST OR VALUATION


Additions
16,102,001



At 31 December 2021
16,102,001






NET BOOK VALUE



At 31 December 2021
16,102,001


DIRECT SUBSIDIARY UNDERTAKING


The following was a direct subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Films at 59 Limited
59 Cotham Hill, Bristol, United Kingdom, BS6 6JR
Ordinary
100%


INDIRECT SUBSIDIARY UNDERTAKING


The following was an indirect subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Pink House Post Productions Limited
59 Cotham Hill, Bristol, United Kingdom, BS6 6JR
Ordinary
100%


16.


STOCKS

Group
2021
£

Finished goods and goods for resale
10,969

10,969


Page 33


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

17.


DEBTORS

Group
Company
2021
2021
£
£


Trade debtors
2,194,067
-

Other debtors
1,645
-

Called up share capital not paid
1,180
1,180

Prepayments and accrued income
755,376
-

2,952,268
1,180



18.


CASH AND CASH EQUIVALENTS

Group
2021
£

Cash at bank and in hand
5,685,407

5,685,407



19.


CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group
Company
2021
2021
£
£

Trade creditors
443,165
-

Amounts owed to group undertakings
-
102,416

Corporation tax
225,429
-

Other taxation and social security
679,805
-

Obligations under finance lease and hire purchase contracts
871,875
-

Other creditors
75,046
18,038

Accruals and deferred income
1,206,286
-

3,501,606
120,454


Disclosure of the terms and conditions attached to the non-equity shares is made in note 24.

Page 34


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

20.


CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group
Company
2021
2021
£
£

Other loans
4,100,000
4,100,000

Net obligations under finance leases and hire purchase contracts
856,580
-

Accruals and deferred income
73,014
73,014

Share capital treated as debt
1,000,000
1,000,000

6,029,594
5,173,014


Disclosure of the terms and conditions attached to the non-equity shares is made in note 24.




21.


LOANS




Group
Company
2021
2021
£
£



AMOUNTS FALLING DUE 2-5 YEARS

Other loans
1,537,500
1,537,500

AMOUNTS FALLING DUE AFTER MORE THAN 5 YEARS

Other loans
2,562,500
2,562,500

4,100,000
4,100,000


Other loans consist of unsecured loan notes issued to one of the directors. Repayments are due in installments commencing in 2023 and the final repayment is due in 2030. Interest is accrued at 2%.


22.


HIRE PURCHASE AND FINANCE LEASES


Minimum lease payments under hire purchase fall due as follows:

Group
2021
£

Within one year
872,055

Between 1-5 years
856,580

1,728,635

Certain plant and machinery and film lenses are held under hire purchase arrangements. Hire purchase liabilities are secured by the related assets held under hire purchase (see note 14). The lease arrangements generally include fixed lease payments and a purchase option at the end of the lease term.

Page 35


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

23.


DEFERRED TAXATION


Group



2021


£






Charged to profit or loss
(623,723)


Arising on business combinations
(322,053)



AT END OF YEAR
(945,776)

The deferred taxation balance is made up as follows:

Group
2021
£

Accelerated capital allowances
(954,250)

Tax losses carried forward
8,474

(945,776)


24.


SHARE CAPITAL

2021
£
SHARES CLASSIFIED AS EQUITY

ALLOTTED, CALLED UP AND FULLY PAID


118,000 Ordinary shares of £0.01 each
1,180

2021
£
SHARES CLASSIFIED AS DEBT

ALLOTTED, CALLED UP AND FULLY PAID


100,000,000 Preference shares of £0.01 each
1,000,000


During the year 117,999 Ordinary shares and 100,000,000 preference shares were issued for a total consideration of £1,180 and £1,000,000 respectively.
Ordinary shares rank equally for voting purposes, dividends declared on for distributions made on winding up. The shares are not redeemable.
Preference shares do not carry voting rights and are entitled to a fixed cumulative preferential dividend at an annual rate of 2%. The shares are not redeemable.

The company has accrued £17,808 for the preferential dividend relating to the 2021 financial year.

Page 36


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

25.


RESERVES

Profit and loss account

The profit and loss account includes all current and prior period retained profits and losses. All are available for distribution. 


26.
 

BUSINESS COMBINATIONS

On 09 February 2021, the group acquired 100% of the ordinary share capital of Films at 59 Limited for total consideration of £16,102,001.

ACQUISITION OF Films at 59 Limited

RECOGNISED AMOUNTS OF IDENTIFIABLE ASSETS ACQUIRED AND LIABILITIES ASSUMED

Book value
Fair value
£
£

FIXED ASSETS

Tangible
6,352,677
6,352,677

6,352,677
6,352,677

CURRENT ASSETS

Stocks
6,133
6,133

Debtors
5,564,839
5,564,839

Cash at bank and in hand
9,953,572
9,953,572

TOTAL ASSETS
21,877,221
21,877,221

CREDITORS

Due within one year
(2,802,586)
(2,802,586)

Deferred taxation
(322,053)
(322,053)

TOTAL IDENTIFIABLE NET ASSETS
18,752,582
18,752,582


Goodwill
(2,650,581)

TOTAL PURCHASE CONSIDERATION
16,102,001

CONSIDERATION

£


Cash
10,900,000

Loan notes
4,100,000

Preference shares
1,000,000

Directly attributable costs
102,001

TOTAL PURCHASE CONSIDERATION
16,102,001

Page 37


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

26.BUSINESS COMBINATIONS (CONTINUED)

CASH OUTFLOW ON ACQUISITION

£


Purchase consideration settled in cash, as above
10,900,000

Directly attributable costs
102,001

11,002,001

Less: Cash and cash equivalents acquired
(9,954,782)

NET CASH OUTFLOW ON ACQUISITION
1,047,219

The results of Films at 59 Limited since acquisition are as follows:

Current period since acquisition
£

Turnover
14,992,957

Profit for the period since acquisition
1,937,358


27.


PENSION COMMITMENTS

During the period the Group made pension contributions to defined contribution pension schemes on behalf of employees of £253,901 (2020: £nil). At the period end, the Group owed £33,895 (2020: £nil). This is included within other creditors.


28.


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
2021
£

Not later than 1 year
647,320

Later than 1 year and not later than 5 years
1,337,656

1,984,976
Page 38


FILMS @ 59 HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021

29.


RELATED PARTY TRANSACTIONS

During the year the group maintained an unsecured and interest free loan account with the directors which is payable on demand. At the balance sheet date the directors were owed £561 from the group. This is shown as within other creditors.

During the year loan notes were issued to one of the directors which are unsecured and charge interest at 2%. At the year end the amount to owed to the director was £4,100,000. See note 20 for further details.

During the year, purchases totalling £241,646 were made from MGFP Holdings Limited, a company which is controlled by one of the directors. This balance consists solely of rental payments and business insurance expenses.


30.


CONTROLLING PARTY

There is no ultimate controlling party.

 
Page 39