Adgenda_Media_Internation - 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.

Adgenda Media International Limited is a private company limited by shares incorporated in England and Wales. The registered office is Cornwell House, Clerkenwell Green 3rd Floor, London, EC1R 0DX.

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

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

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

At the time of approving the financial statements, the directors have considered the fact that the group has continued to trade profitably throughout the period since its financial year end. In addition, the group’s long-term business forecasts support the view that the group will have adequate resources to continue its operations and to meet its liabilities as they fall due for a period of at least twelve months from the date of approval of the financial statements. As a result, the directors believe it appropriate for the financial statements to be prepared on a going concern basis.true

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

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

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

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

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

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

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

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

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

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.

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

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

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

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

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

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

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

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

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

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

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

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

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

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

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

There were no options outstanding at 30 June 2022 as all remaining unexercised options lapsed at 31 August 2021 under the terms of the share option agreement.

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

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

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund. At year end, the amounts outstanding in respect of pension contributions payable is £5,941 (2021: £6,477).

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

The auditor's report was unqualified.

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

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

During the year, the company declared dividends totalling £Nil (2021: £90,000) to B Williams, a director and shareholder of the company. As at 30 June 2022, an amount of £Nil (2021: £90,000) was owed by the company to B Williams.

During the year, the company declared dividends totalling £Nil (2021: £90,000) to T Wilson, a director and shareholder of the company. As at 30 June 2022, an amount of £Nil (2021: £90,000) was owed by the company to T Wilson.

During the year, the company had sales of £4,924,051 (2021: £4,279,157) and purchases of £56,518 (2021: £25,627) with Space & Time Media Limited. As at 30 June 2022, there were amounts outstanding of £1,325,947 (2021: £1,229,681) due from Space & Time Media Limited in relation to these transactions. During the year, the company declared dividends to Space & Time Media Limited totaling £267,000 (2021: £220,000). Space & Time Media Limited owns 55% of the share capital of Adgenda Media International Limited.

During the year, the company had sales totalling £32,061 (2021: £49,878) with EG Media Limited.

During the year, the company had purchases totalling £265,056 (2021: £217,326) with Space & Time Group Limited.

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

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

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

Space & Time Group Limited is the smallest and largest group for which consolidated financial statements including the company are prepared. The consolidated financial statements of Space & Time Group Limited are available from its registered office, Building 3, 2nd Floor Old Street Yard London EC1Y 8AF.

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