AURORA_KENDRICK_JAMES_LIM - Accounts

The directors present their strategic report for Aurora Kendrick James Limited (the "Group") for the year ended 31 March 2021.

The results for the Group can be found on 13. The Company report a profit before tax of £4,816,988 for the year ended 31 March 2021 (31 March 2020: £1,625,748). The financial position of the Group is set out on 14. At 31 March 2021 the Group has net assets of £17,037,048 (31 March 2020: £13,168,483).

On 8 August 2020 the entire share capital of Union Street Technologies Limited was acquired for a consideration of £24.8 million on a cash-free, debt-free basis.

On 18 September 2020 the entire share capital of Shaftesbury Systems Limited was acquired for a consideration of £3.5 million.

On 30 November 2020, the entire share capital of Elder Studios Limited and its subsidiary undertaking were acquired for a consideration of £2.1 million.

The directors regularly assess the key business risks of the Group, which are considered to be:

Increased competition

The already competitive telecommunications and IT market could become even more competitive and the Group could suffer increased competition from large national competitors or indeed smaller organisation operating at a local level. The Group mitigates this risk by focusing on providing the highest possible level of customer service whilst offering customers a broad range of competitively-priced products. Furthermore, the Group closely monitors the activity of competitors and the wider market to ensure that it is positioned appropriately with its products and service portfolio.

Technological change

The market for the Group's services is characterised by technological developments and changes, frequent introductions of new products and services and evolving industry standards. There is a risk that the Group may fail to secure the necessary contracts to supply its customers with the latest technology. The Group mitigates this risk by maintaining close relationships with suppliers, which it believes will keep it at the forefront of product development on a sustained basis, and regularly monitors trends in technological advancement as to anticipate and plan for future changes.

Key resources

The Group is managed by certain key personnel, including executive directors and senior management who have significant experience within the group and the wider IT communications sectors and who may be difficult to replace. Furthermore, the Group depends on being able to recruit and retain employees of an appropriate calibre to win and service significant contracts. The Group has sought to mitigate this resource risk by investing in staff training, competitive reward and compensation packages, management incentive schemes and succession planning.

Regulatory change

The Group recognises that the pricing of products and services and the activities of major industry organisation may be affected by the actions of regulatory bodies in the UK and the EU. Such actions could affect the Group's profitability either directly or indirectly. The Group mitigates this risk by constantly monitoring and assessing the likelihood and potential impact of regulatory change.

Data protection and back-up

The Group holds a significant volume of confidential data. Failure to comply with data privacy regulations and standards or weakness in internet security may result in a major data privacy breach causing reputational damage to the Group's brand and financial loss. Breach of IT security may cause data to be lost, corrupted or accessed by unauthorised users, impacting the Group's reputation. This could give rise to legal or regulatory penalties as well as commercial costs. The Group has processes and procedures in place to monitor effectiveness of customer back-up and it is continually upgrading security equipment and software and making improvements to physical security processes. Penetration testing is performed on a regular basis to rest the security of the sites and data. Thorough investigations are carried out on any incidents arising and correction action is taken.

*- Adjusted EBITDA is operating profit before depreciation, amortisation and net exceptional administrative expenses, which the directors consider the most appropriate measure of the Group's results that they use to make decisions about the business.

The Group has performed in line with expectations for the year. For a full analysis on the movement in KPIs refer to Panther Topco Limited's consolidated financial statements.

Indication of activites in Research and Development

Research and Development are a significant focus on the Group and will continue to spend on R&D to ensure that there are new innovative solutions to launch in the future.

Brexit

Management continues to closely monitor developments in relation to Brexit and the potential consequential political and economic uncertainties in order to mitigate any risks to the business.

Covid-19

The directors have also considered the ongoing Covid-19 global pandemic and the potential impact that this may have on the Group. Based on the nature of the Group's operations and the minimal impact to date that the pandemic has has on these operations, the directors do not believe that it represents a significant risk to the company.

Future developments

The Group is focused on improving operation efficiency and cross-selling additional products and services to its customer base.

Under section 172 of the Companies Act 2006, the directors have a duty to promote the success of the Group and wider Group for the benefit of the members as a whole. This includes having due regard to the broad range of stakeholders of the Group, such as its workforce, customers, suppliers, lenders, shareholders, pension schemes and its impact on the wider community and environment.

Customer feedback is sought on a regular basis, whether on a transactional basis as part of the customer experience follow up after each interaction or through regular schedules service review meetings over the course of the year. This feedback is intended to examine performance and potential enhancements, to understand the go-to-market strategy of the customers and to progress business opportunities. Similarly, quarterly review meetings are held with many of the main suppliers to the Group, using tools such as the balances scorecard to identify any potential expectation gaps in services provided. Where areas of concern are identified a Service Improvement Plan is often put in place to return to appropriate service levels. The Group also often seek 360 degree feedback from their suppliers to identify whether there are any actions they could take as the customer that may also affect supplier performance.

During 2020 we are excited to announce our new environmental project, Union Street Forests. The Group is passionate about preserving our planet's future and people's health. We are committed to contributing to global carbon neutrality and with this in mind, we are delighted to be partnering with ReforestACTION to plant our very own Union Street Forest. Our aim is simple, to plant a tree, each year, for every partner we work with, and our objective is to create a more sustainable plant that we can all thrive in. So far, we have planted more than 2,000 trees around the world's rainforests and this number will grow as our business does. As a business we are also thinking about sustainability, and we regularly send out reusable products such as chilly bottles and washable masks. We are also intending to introduce an environmental policy into our values so we can really drive tangible actions across the business.

During the pandemic, engagement with employees was even more important than normal. In order to mitigate uncertainty, regular roadshows and updated were provided. Feedback and suggestions were actively encouraged including regular employee surveys being issued and the results with corresponding action plans openly discussed with all employees. The Group has also expanded its learning management system during the year with employees having access to hundreds of courses and training modules to aid their development. The level of training expenditure has been increased to provide employees with the resources to develop further.

The key decisions taken by the Group board in the year related to the transactional activity, being the acquisitions of Union Street Technologies Limited, Shaftesbury Systems Limited and Elder Studios Limited followed by the demerger from the Daisy Group. At a divisional level the boards adapted to the changing environment during the Covid-19 pandemic, continuing our strong relationships with suppliers and partners, we worked tirelessly together to provide as much stability as possible for our employees, suppliers and customers, ensuring all was well positioned for long-term growth and success.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 March 2021. Details of future developments can be found in the strategic report and form part of this report by cross-reference, as permitted by section 414C(11) of the Companies Act 2006.

The principal activity of the group continued to be that of providing software and consultancy specialising in the telecoms and IT industry.

The results for the year are set out on page 13.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The Panther Group has indemnity insurance in place on behalf of its directors which commenced from the date of its acquisition of the AKJ Group. The articles of association of certain associated companies also contain indemnification provisions in favour of Group directors to the extent permitted by law. In addition, Daisy Holdings Limited, an associated company during the year, has previously made qualifying third party indemnity provisions for the benefit of certain directors of the Company which remained in place throughout the year and continued to be in force up to the date of completion of the above mentioned transaction.

The Group's supplier payment policy is to agree terms and conditions for business transactions with suppliers. Suppliers are made aware of the Group's terms of payment. Payment is then made subject to these terms and conditions being met.

The Group made charitable donations during the year of £nil (2020: £nil). No political donations were made during the year (2020: £nil).

The Group's operations expose it to a limited number of financial risks, namely credit risk and liquidity risk. The Group's ultimate parent company arranges and manages external debt funding.

Liquidity risk

The Group regularly forecasts cash flow to ensure that sufficient cash is available from trading for future expenses and capital expenditure.

Credit risk

Appropriate credit checks are undertaken on all potential customers before new contracts are accepted. Individual exposures are monitored with customers to ensure the Group's exposure to bad debts is minimised.

Credit risk associated with cash balances and funding to obtain leased vehicles is managed by transacting with financial institutions with high quality credit ratings. Accordingly, the Group's associated credit risk is deemed to be limited. All associated financial institutions utilised by the Group require the advance approval of the board.

Regular feedback is sought from key suppliers and customers. For further details on engagement with stakeholders see the Panther Topco Limited consolidated financial statements.

Perrys Accountants Limited were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

As the group has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

In addition to the Union Street Forest project referenced in the strategic report, the Group's environmental mission statement and strategy is summarised below:

Purpose

Mitigate operational impacts on the environment during the course of our normal business activities.

Carbon

The Group aims to mitigate the impact of its operations on climate change. The Group also endeavours to mitigate the impact of increasing energy prices and carbon taxed on its operations. Whenever practicable new plant and vehicles are selected to maximise energy efficiency.

Waste

Significant volumes of products pass through the Group's businesses each year, generating operational, provide and packaging waste. The Group aims to minimise the waste created by its operations with a particular focus on reducing waste plastics and packaging.

The Covid-19 pandemic resulted in long periods of office closures and travel restrictions during the year, which significantly reduced the Group's carbon usage compared to its normal level of operations. This also delayed the progress of the Group's ongoing energy efficiency programme. As these restrictions eased during FY22 the Group's carbon usage is expected to rise closer to its pre-pandemic base, although the Group remains committed to reducing carbon emissions from this base level.

FY22 objectives

• Continue progress towards the Group target to reduce carbon emissions from its pre-pandemic base.

• Continue to invest in internal projects to promote energy efficiency and support carbon reductions.

• Work with suppliers and customers to achieve a lower carbon footprint

Each director in office at the date of approval of this annual report confirms that:

•     so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

•     the director has taken all the steps they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.

This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

The group has an equal opportunities policy which ensures that people are provided the the same opportunities for employment, career development, training and promotion regardless of disability, race, gender, religion/beliefs or age. the directors are committed to maintaining and developing communication and consultation processes with employees, who in turn are encouraged to develop an awareness of the issues affecting the Group. The Group aims to be recognised as an employer of choice and seek to maintain strong employee relations in all areas in which we operate. The directors place considerable emphasis on employees sharing in the success of the Group.

The Group is committed to open and regular communications to employees about business developments and issues of general interest and concern to them, both on a formal and informal basis. Furthermore, the Group participates in the Group's policies and practices to keep employees informed on matters relevant to them as employees. Where employees have become disabled in the service of the Group, every effort is made to rehabilitate them in their former occupation or in some suitable alternative.

Modern slavery act policy

The Group has a zero tolerance approach to slavery and human trafficking. To ensure all those in the Groups supply chain comply with our values, we have in place a supply chain compliance programme under the supervision of our dedicated in-house Compliance team, consisting of a Head of Compliance, a Regulatory Auditor and a Compliance Analyst.

Under company law, the directors are required to consider whether it is appropriate to prepare financial statements on the basis that the Company is a going concern. The directors have reviewed both a base case growth model and reasonably possible downside case (with no growth from FY20) of the division's forecasts and projections, which include the forecast of the Company, for at least the next 12 months. The Company generates a profit and is in a net asset position.

The directors are responsible for preparing the annual report and the 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 group financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and have also chosen to prepare the parent company financial statements in accordance with Financial Reporting Standard (FRS) 101 'Reduced Disclosure Framework'. 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 of the profit or loss of the company for that period.

In preparing the group financial statements, International Accounting Standard 1 requires that directors:

•     properly select and apply accounting policies;

•     present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

•     provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and

•     make an assessment of the company's ability to continue as a going concern.

In preparing the parent company financial statements, the directors are required to:

•     select suitable accounting policies and then apply them consistently;

•     make judgements and accounting estimates that are reasonable and prudent;

•     state whether FRS 101 Reduced Disclosure Framework has been followed, subject to any material departures disclosed and explained in the financial statements; and

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

We have audited the financial statements of Aurora Kendrick James Limited (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 31 March 2021 which comprise the group income statement, the group and parent company statement of financial position, the group and parent company statement of changes in equity, the group statement of cash flows and the group and parent company notes to the financial statements, including significant accounting policies.

The financial reporting framework that has been applied in the preparation of the group financial statements is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union. The financial reporting framework that has been applied in the preparation of the parent company financial statements is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 'Reduced Disclosure Framework’ (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 March 2021 and of the group's profit for the year then ended;

•     the group financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union and the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

•     the financial statements 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’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 and 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 auditor's 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.

With respect to the Strategic Report and Directors' Report, we also conclude whether the disclosures required by the UK Companies Act 2006 have been included.

Based on the responsibilities described above and our work undertaken in the course of the audit, ISAs (UK) require us also to report certain opinions and matters described below.

Strategic Report and Directors' Report

In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic Report and Directors' Report for the year ended 31 March 2021 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements,

In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Strategic Report and Directors' Report.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

• the information given in the 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 strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the group and parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report and the directors' report.

We have nothing to report in respect of the following matters where 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.

As explained more fully in the directors' responsibilities statement, 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 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 company or to cease operations, or have no realistic alternative but to do so.

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 auditor's 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 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.

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud.

We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

We focussed on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006, UK tax legislation, Health and Safety and ISO regulations. Our tests included agreeing the financial statement disclosures to underlying supporting documentation, enquiries with management and review of health and safety and various accreditations records.

We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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 2006. Our 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 auditor's 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.

All results derive from continuing operations.

The Company has recognised no other comprehensive income and expenses, in the current or prior year, other than those shown above in the income statement and therefore no separate statement of comprehensive income has been prepared.

Aurora Kendrick James Limited is a private company limited by shares incorporated in England and Wales. The registered office is Hampshire House, Hampshire Corporate Park Templars Way, Chandler's Ford, Eastleigh, SO53 3RY. The company's principal activities and nature of its operations are disclosed in the directors' report.

The group consists of Aurora Kendrick James Limited and all of its subsidiaries.

These financial statements were prepared in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework' (FRS 101) and the Companies Act 2006 (the Act). FRS 101 sets out a reduced disclosure framework for a 'qualifying entity' as defined in the standard which addresses the financial reporting requirements and disclosure exemptions in the individual financial statements of qualifying entities that otherwise apply the recognition, measurement and disclosure requirements of EU-adopted IFRS.

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

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

The company is a qualifying entity for the purpose of FRS 101. Note 26 gives details of the Company's ultimate parent and from where its consolidated financial statements prepared in accordance with IFRS may be obtained.

The preparation of the financial statements in conformity with FRS101 requires the use of certain critical accounting estimates. It also required management to exercise its judgement in the process of applying the Company's accounting policies. The areas involving a higher degree of judgement or complexity, or area where assumptions and estimates are significant to the financial statements are disclosed in note 2.

The company has notified its shareholders in writing about the use of disclosure exemptions used by the Company in these financial statements.

FRS 101 sets out amendments to EU adopted IFRS that are necessary to achieve compliance with the Act and related regulations.

As permitted by FRS 101, the group has taken advantage of the following disclosure exemptions from the requirements of IFRS:

• Paragraphs 45(b) and 46 to 52 of IFRS 2, 'Share based payment'

• IFRS 7, 'Financial Instruments: Disclosures'

• Paragraphs 38 of IAS 1, 'Presentation of financial statements' comparative information

• Paragraphs 91 to 99 of IFRS 13, 'Fair value measurement'

• IAS 7, 'Statement of cash flows'

• Paragraph 30 and 31 of IAS 8 'Accounting policies, changes in accounting estimates and errors'

• IAS 24, 'Related party disclosures'

• Paragraphs 52 and 58 of IFRS 16, 'Leases'

Where required, equivalent disclosures are given in the group accounts of Panther Topco Limited. The group accounts of Panther Topco Limited are available to the public and can be obtained as set out in note 27.

The cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill.

The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date.

The consolidated group financial statements consist of the financial statements of the parent company Aurora Kendrick James Limited together with all entities controlled by the parent company (its subsidiaries).

All financial statements are made up to 31 March 2021. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

The directors have at the time of approving the financial statements, a reasonable expectation that the truegroup has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Under company law, the directors are required to consider whether is it appropriate to prepare financial statements on the basis that the Group is a going concern. The directors have reviewed both a base case growth model and reasonably possible downside case of the divisions forecasts and projections, which include the forecast of the Group, for at least the next 12 months.

The Group generates a profit and is in a net asset position, the use of intercompany funding for the acquisition of Union Street Technologies Limited has led to a net current liability position, the directors of the Group received a letter from the ultimate parent company in April 2021 providing support where required for at least 12 months.

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services in the ordinary course of the Group's activities. The Group identifies the separate performance obligations associated with the goods and services provided, then allocates the transaction price accordingly using standalone selling prices for guidance on contracts with multiple performance obligations. Revenue is recognised on each performance obligation when control is deemed to have been transferred. Revenue is shown net of value added tax, returns, rebates and discounts.

To the extent that invoices are raised to a different pattern than the revenue recognition described below, appropriate adjustments are made through deferred and accrued income to account for revenue when the respective performance obligations have been met.

The Group has applied the following practical expedients under IFRS 15 in accounting for revenue:

- the promised amount of consideration has not been adjusted for the effects of a significant financing component where, at contract inception, it is expected that the period between when the promised good or service is transferred to a customer and when the customer pays for that good or service will be one year or less; and

-the incremental costs of obtaining a contract are recognised as an expense when incurred if the amortisation period of the asset which would otherwise have been recognised as one year or less.

Revenue recognition for each of the Group's main areas of revenue is described below.

Sale of services

Service income is recognised at fair value, evenly over the year to which the service relates. Usage charges are recognised in the period when the service is received by the customer.

The company provided certain maintenance services. Fees charged to customers for the provision of maintenance and support services are recognised at fair value, on a straight-line basis over the period of the related agreement in line with when control is deemed to pass in relation to the Group's performance obligations.

Sale of goods, licences and installation

Revenue from the sale, and/or installation of hardware and associated licenses is recognised at fair value in the income statement when the control has been transferred in relation to the identical performance obligations, usually on delivery or installation.

External costs associated with the installation are recorded as work-in-progress until the revenue has been recognised.

Revenue in respect of licences is only recognised where there are no on-going obligations. Where on-going obligations exist, revenue is deferred and recognised in line with the on-going obligations as appropriate.

Where hardware and associated licenses are leased to customers under a lease agreement, lease income is recognised over the term of the lease using the net investment method, which reflects a constant periodic rate of return. Where assets are leased out under an operating lease arrangement, lease income is recognised over the term of the lease on a straight-line basis.

Goodwill represents the excess of the cost of acquisition of subsidiaries over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less impairment losses.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not subsequently reversed.

Intangible assets with finite lives are initially measured at either cost or fair value and amortised on a straight-line basis through operating costs in the income statement over their useful economic lives, which are reviewed on an annual basis.

Computer Software

Acquired computer software licenses are capitalised on the basis of the costs incurred to acquire and bring into use a specific software and are amortised over their estimated useful lives. Costs associated with maintaining computer software programmes are recognised as an expense as incurred. Costs that are directly associated with the production of identifiable and unique software products controlled by the Group, and that will probably generate economic benefits exceeding costs beyond one year, are recognised as intangible assets. Direct costs include the software development, employee costs and an appropriate portion of relevant overheads. Computer software development costs, including directly-attributable internal costs, such as staff time spent on a development activity, are recognised as assets and amortised over their useful lives. They are amortised over their useful economic life, which is 5 years.

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

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

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

Current tax, including UK corporation and foreign tax, is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the Group's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.

Deferred tax is measured using the tax rates that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of the timing difference. In other cases, the measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the Group intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.

Deferred tax assets and liabilities are offset only if: a) the Group has a legally enforceable right to set off current tax assets against current tax liabilities; and b) the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

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

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

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

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether:

• the contract involves the use of an identified asset - this may be specified explicitly or implicitly, and should be physically distinct or represent substantially all of the capacity of a physically distinct asset. If the supplier has a substantive substitution right, then the asset is not identified.

• the Group has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use; and

• the Group has the right to direct the use of the asset. The Group has the right when it has the decision-making rights that are most relevant to changing how and for what purpose the asset is used. In rare cases where the decision about how and for what purpose the asset is used is predetermined, the Group has the right to direct the use of the asset if either:

- the Group has the right to operate the asset; or

- the Group designed the asset in a way that predetermines how and for what

purpose it will be used.

At inception or on reassessment of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease component on the basis of their relative stand-alone prices. However for the lease of the land and buildings in which it is a lessee, the Group has elected not to separate non-lease components and account for the lease and non-lease components as a single lease component.

The group has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

Government grants are recognised when there is reasonable assurance that the grant conditions will be met and the grants will be received.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Financial Instruments

The Group has chosen to adopt Sections 11 and 12 of FRS102 in respect of financial instruments. Financial assets and liabilities are recognised when the Group becomes a party to the contractual provisions of the instrument.

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

All financial assets and liabilities are initially measured at the transaction price (including transaction costs), except for those financial statements classified at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of future payments discounted at a market rate of interest for a similar debt instrument.

Financial assets and liabilities are offset in the statement of financial position only when there exists a legally enforceable right to set off the recognised amounts and the Group intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Commitments to make and receive loans which meet the conditions mentioned above are measured at cost (which may be nil) less impairment.

Financial assets are derecognised only when a) the contractual rights to the cash flows from the financial asset expire or are settled, b) the Group transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or c) the Group, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Financial liabilities are derecognised only when the obligation specified in the contract is discharged, cancelled or expires.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. There were no critical judgements, apart from those involving estimations (which are dealt with separately below), that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.

Revenue recognition

In revenue arrangements including more than one deliverable, the deliverables are assigned to one or more separate components of revenue and the arrangement consideration is allocated to each component based on its relative fair value.

Determining the fair value of each deliverable can require complex estimates due to the nature of the goods and services provided. The Company generally determines the fair value of individual elements based on prices at which the deliverable is regularly sold on a standalone basis or based on comparable pricing arrangements observable in the market.

Receivables

The loss allowances for receivables are based on assumptions about risk of default and expected loss rates. The Company used judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Company's past history and existing market conditions, as well as forward-looking estimates at the end of each reporting period.

Impairment of non-financial assets

The Company assesses whether there are any indicators or impairment as at the transition date and thereafter for all non-financial assets at each reporting date. If any impairment exists the recoverable amount is estimated.

When the value in use calculations are undertaken, management must estimate the expected future cash flows from the asset or cash generating unit and choose a suitable discount rate in order to calculate the present value of those cash flows.

Valuation of lease liability

The valuation of the Company's lease liabilities under IFRS 16 involves the discounting of future lease payments using the relevant incremental borrowing rates of the Company. Changes in the discount rate used can have significant impact on the valuation of the Company's lease liability.

Intangible assets

The Company has estimated the useful life of intangible assets to be 5 years.

Grants received are in connection with the Job Retention Scheme.

Exceptional items relate to the disposal of an investment property and reorganisation costs.

The average monthly number of persons (including directors) employed by the group during the year was:

Their aggregate remuneration comprised:

During the year, £2.0 million (2020: £1.8 million) of internal time spent on developing the internal systems was capitalised as software development.

The internal interest receivable relates to interest charged on an intercompany loan with the immediate parent company at a rate of 8.25%.

Interest payable relates to interest on intercompany balances.

The charge for the year can be reconciled to the profit as follows:

All balances included within land and buildings are right-of-use assets, for which the Group is a lessee, accounted for in line with the requirements of IFRS 16.

Details of the company's subsidiaries at 31 March 2021 are as follows:

Shaftesbury Systems Limited (company number 03038392) is exempt from the requirements of the Companies Act relating to the audit of individual accounts by virtue of s479A of the Companies Act.

The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

No significant receivable balances are impaired at the reporting end date.

Amounts owed by the immediate parent company at the time, Aurora Kendrick James Group Limited, are unsecured, repayable on demand and incur interest at a rate of 8.25% per annum. Balances outstanding with other Panther group companies are unsecured and interest free.

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

The following are the major deferred tax liabilities and assets recognised by the group and movements thereon during the current and prior reporting period.

The share premium reserve contains the premium arising on the issue of shares.

Amounts recognised in profit or loss as an expense during the period in respect of lease arrangements are as follows:

The ultimate parent undertaking and controlling party is Panther Topco Limited, a company incorporated on 2 November 2020 that acquired AKJ Group Holdings Limited and its subsidiaries on 31 March 2021.

Prior to the above transaction, the ultimate parent undertaking and controlling party was AKJ Group Holdings Limited, a company that acquired Aurora Kendrick James Group Limited and its subsidiaries following their demerger from the Daisy Group on 17 March 2021. Prior to that, the ultimate parent undertaking and controlling party was Daisy Holdco Limited, a company incorporated on 15 December 2020 that acquired the previous ultimate parent undertaking, Daisy Group Holdings Limited, on 8 February 2021 by way of a share for share exchange as part of the steps plan to effect the demerger of the Digital Wholesale Solutions division from Daisy Group.

Panther Topco Limited is the smallest and largest group company to consolidate these financial statements. Copies of the consolidated financial statements can be obtained from the Companies House website.

The immediate parent company is Aurora Kendrick James Group Limited, a company incorporated in 11 December 2020 that acquired the entire share capital of the Company from Daisy Intermediate Holdings Limited on 12 March 2021.

The registered address for Panther Topco Limited and all of its subsidiaries undertakings is Hampshire House, Hampshire Corporate Park, Templars Way, Chandlers Ford, Eastleigh SO53 3RY. The registered address for Daisy Holdco Limited and its subsidiary's undertakings is Lindred House, 20 Lindred Road, Brierfield, Nelson BB9 5SR.

As permitted by s408 Companies Act 2006, the company has not presented its own income statement and related notes. The company's profit for the year was £1,625,228 (2020 - £1,649,811).