FSB_Holdings_(UK)_Limited - Accounts

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

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

FSB Holdings (UK) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2nd Floor, 167-169 Great Portland Street, London, W1W 5PF.

These financial statements have been prepared in accordance with section 1A of FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

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

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

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

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

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

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

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

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable 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.

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

The company increased its investment in FSB Technology (UK) Limited by £5,703,448 in the year. The company also invested £35,398 in FSB Technology (Malta) Limited which was incorporated in the year.

Details of the company's subsidiaries at 31 December 2020 are as follows:

The registered office of Fancy Blue Leasing Limited and FSB Technology (UK) Limited is the same as the company.

The registered office of FSB Technology (IOM) Limited is PO Box 227, Clinch's House, Lord Street, Douglas, IM99 1RZ, Isle of Man.

The registered office of FSB Technology (Malta) Limited is Suite 3, Level 4, Ewropa Business Centre, Triq Dun Karm, Birkirkara, Malta.

On 7 January 2020, 1,500 C1 Growth shares of £0.0001 were issued and fully paid at nominal value.

On 20 February 2020, 1,500,000 Preferred shares of £1 were issued and fully paid at nominal value.

On 6 July 2020, 1,500 C1 Growth shares of £0.0001 were purchased by the company and cancelled.

On 30 July 2020, the following shares were issued and fully paid at nominal value:

• 2,676,893 A Ordinary shares of £1

• 2,885,150 Preferred shares of £1

• 700 C1 Growth shares of £0.0001

On 7 December 2020, 700 C1 Growth shares of £0.0001 were issued and fully paid at nominal value and 200 C1 Growth shares of £0.0001 were issued and fully paid for £21.20 per share.

The A and B shares entitle the member to one vote for every share held. Each member is entitled to receive dividends pro rata to the shares the member holds. Each member is entitled to capital pro rata. The A and B share are redeemable.

The Preferred shares entitle the member to capital pro rata. The Preferred shares are redeemable.

The C1 growth Shares have no voting right attached to them. They are entitled to dividends on a pro rate basis and are subject to the satisfaction of hurdles detailed in the articles of the company. Each growth shareholder is entitled to capital pro rata. The C1 growth shares are non-redeemable.

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

The auditor's report was unqualified.

On 14 January 2021 the company issued 2,327,975 Preferred shares for £1 each.

On 18 January 2021 the company issued 275,000 A Ordinary shares for £1 each.

The parent company is Clairvest Equity Partners V Limited Partnership, a partnership registered in Canada. There is no single controlling party.