Maxton Midco Limited - Accounts to registrar (filleted) - small 23.1.2
Maxton Midco Limited - Accounts to registrar (filleted) - small 23.1.2
| REGISTERED NUMBER: |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2022 |
| FOR |
| MAXTON MIDCO LIMITED |
| MAXTON MIDCO LIMITED (REGISTERED NUMBER: 12363925) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2022 |
| Page |
| Company Information | 1 |
| Balance Sheet | 2 |
| Notes to the Financial Statements | 3 |
| MAXTON MIDCO LIMITED |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 DECEMBER 2022 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants |
| Advantage |
| 87 Castle Street |
| Reading |
| Berkshire |
| RG1 7SN |
| MAXTON MIDCO LIMITED (REGISTERED NUMBER: 12363925) |
| BALANCE SHEET |
| 31 DECEMBER 2022 |
| 2022 | 2021 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Investments | 4 |
| CURRENT ASSETS |
| Debtors | 5 |
| CREDITORS |
| Amounts falling due within one year | 6 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year |
7 |
| NET LIABILITIES | ( |
) | ( |
) |
| CAPITAL AND RESERVES |
| Called up share capital | 10 |
| Retained earnings | ( |
) | ( |
) |
| SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
| In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered. |
| The financial statements were approved and authorised for issue by the Board of Directors and authorised for issue on |
| MAXTON MIDCO LIMITED (REGISTERED NUMBER: 12363925) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2022 |
| 1. | STATUTORY INFORMATION |
| Maxton Midco Limited is a |
| The presentation currency of the financial statements is the Pound Sterling (£). |
| 2. | ACCOUNTING POLICIES |
| Basis of preparation of financial statements |
| The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. |
| Going concern |
| The financial statements have been prepared on a going concern basis. |
| The directors have carefully considered the composition of the statement of financial position, the Company's cash requirements and future cash flows of the business. The loan notes and associated interest are only payable at the earlier of sale, change of control or maturity. The Company has also obtained written confirmation of financial support from its ultimate parent company and group. On the basis of the aforementioned factors, the directors have a reasonable expectation that the Company has adequate access to resources to ensure the Company remains in operation existence for the foreseeable future being at least the next 12 months from the signing of these financial statements. |
| Exemption from preparing consolidated financial statements |
| The financial statements contain information about Maxton Midco Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Maxton Topco Limited, The Old Exchange, 12 Compton Road, London, England, SW19 7QD. |
| Investments in subsidiaries |
| Investments in subsidiary undertakings are recognised at cost. |
| Financial instruments |
| Financial assets and financial liabilities are recognised in the Statement of Financial Position when the Company becomes a party to the contractual provision of the instrument. |
| Financial liabilities and equity instruments issued by the Company are classified in accordance with the substance of the contractual arrangement entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs. |
| Interest bearing bank loans, overdrafts and other loans which meet the criteria to be classified as basic financial instruments are initially recorded at the present value of cash payable to the bank, which is ordinarily equal to the proceeds received net of direct issue costs. These liabilities are subsequently measured at amortised cost, using the effective interest rate method. |
| MAXTON MIDCO LIMITED (REGISTERED NUMBER: 12363925) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2022 |
| 2. | ACCOUNTING POLICIES - continued |
| Current and deferred taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Finance costs |
| Finance costs are charged to profit or loss over the term of the debt using the effective interest method so the 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. |
| Borrowing costs |
| All borrowing costs are recognised in profit or loss in the year in which they are incurred. |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was NIL (2021 - NIL). |
| 4. | FIXED ASSET INVESTMENTS |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1 January 2022 |
| and 31 December 2022 |
| NET BOOK VALUE |
| At 31 December 2022 |
| At 31 December 2021 |
| MAXTON MIDCO LIMITED (REGISTERED NUMBER: 12363925) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2022 |
| 5. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2022 | 2021 |
| £ | £ |
| Amounts owed by group undertakings |
| Amounts owed to group undertakings are unsecured, interest free and repayable on demand. |
| At the reporting date, the Company had unrecognised deferred tax assets of £405,136 (2021 - £405,136), as there was no reasonable expectation for this to be utilised. |
| 6. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2022 | 2021 |
| £ | £ |
| Amounts owed to group undertakings |
| Other creditors |
| Amounts owed to group undertakings are unsecured, interest free and repayable on demand. |
| 7. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 2022 | 2021 |
| £ | £ |
| Other creditors |
| On 6 February 2020 the Company agreed 8% fixed rate Loan notes with management, investors and vendors totalling £13,109,752. At the reporting date the liability had increased to £16,462,201 (2021 - £15,220,231) due to the interest compounding biannually until the maturity date. |
| Included within Loan notes are £7,495,953 (2021 - £7,495,953) secured Series A loan notes owed to |
| Connection Capital issued on 6 February 2020 for the indirect purchase of Cargostore Worldwide Trading Limited and its subsidiary. The loan notes attract interest of 8% rolled-up, compounded biannually with a maturity date on 6 August 2025. Repayment of the loan notes occurs on the earlier of a sale, change of control or the maturity date. |
| Also included within Loan notes are £3,043,355 (2021 - £3,043,355) secured Series B loan notes owed to Alethia Holdings Three Limited issued on 6 February 2020 for the indirect purchase of Cargostore Worldwide Trading Limited and its subsidiary. The loan notes attract interest of 8% rolled-up, compounded biannually with a maturity date on 6 August 2025. Repayment of the loan notes occurs on the earlier of a sale, change of control or the maturity date. |
| Also included within Loan notes are £2,570,444 (2021 - £2,570,444) secured Series C loan notes owed to management individuals issued on 6 February 2020 for the indirect purchase of Cargostore Worldwide Trading Limited and its subsidiary. The loan notes attract interest of 8% rolled-up, compounded biannually with a maturity date on 6 August 2025. Repayment of the loan notes occurs on the earlier of a sale, change of control or the maturity date. |
| MAXTON MIDCO LIMITED (REGISTERED NUMBER: 12363925) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2022 |
| 8. | LOANS |
| An analysis of the maturity of loans is given below: |
| 2022 | 2021 |
| £ | £ |
| Amounts falling due between two and five years: |
| Other loans - 2-5 years |
| 9. | SECURED DEBTS |
| Bank lenders have a fixed and floating charge over the assets and undertakings of the group. |
| 10. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2022 | 2021 |
| value: | £ | £ |
| Ordinary shares | 0.01 | 5,921 | 5,921 |
| 11. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
| The Report of the Auditors was unqualified. |
| for and on behalf of |
| 12. | RELATED PARTY DISCLOSURES |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
| On 6 February 2020 the Company issued £2,570,444 of secured Series C loan notes to management individuals for the indirect purchase of Cargostore Worldwide Trading Limited and its subsidiary. The loan notes attract interest of 8% rolled-up, compounded biannually with a maturity date on 6 August 2025. |
| 13. | CONTROLLING PARTY |
| The immediate and ultimate parent undertaking is Maxton Topco Limited, a company registered in England and Wales. |
| The directors do not consider there to be an ultimate controlling party. |