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Company registration number: 04998277
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UNAUDITED FINANCIAL STATEMENTS
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FOR THE YEAR ENDED
31 DECEMBER 2022
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BOWMAN POWER GROUP LIMITED
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BOWMAN POWER GROUP LIMITED
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COMPANY INFORMATION
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BOWMAN POWER GROUP LIMITED
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CONTENTS
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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BOWMAN POWER GROUP LIMITED
REGISTERED NUMBER:04998277
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STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Provisions for liabilities
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Capital redemption reserve
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The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
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BOWMAN POWER GROUP LIMITED
REGISTERED NUMBER:04998277
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STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2022
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
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P Dowman-Tucker
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The notes on pages 4 to 15 form part of these financial statements.
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BOWMAN POWER GROUP LIMITED
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
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Capital redemption reserve
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Shares issued during the year
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The notes on pages 4 to 15 form part of these financial statements.
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Bowman Power Group Limited is a private limited company, limited by shares and incorporated in England and Wales. The company's principal trading address and registered office is Ocean Quay, Belvidere Road, Southampton, Hampshire SO14 5QY.
2.Accounting policies
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Basis of preparation of financial statements
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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.
The following principal accounting policies have been applied:
The Company currently meets its day to day working capital requirements through its own cash resources. At 31 December 2022 the Company had cash balances of £1,056,327.
The Company has prepared working capital forecasts based on the 2023 budget, updated for material known changes since it was prepared.
The Board has concluded, after reviewing the work performed and detailed above, that at the time of the approval of these financial statements there is a reasonable expectation that the Company has adequate resources to continue in operation until at least May 2024. Accordingly, it has adopted the going concern basis in preparing these financial statements.
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Consolidated financial statements
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The Company is exempt from the requirements to prepare consolidated financial statements by virtue of section 402 of the Companies Act 2006 as the subsidiary company is dormant.
These financial statements present information about the Company as an individual legal entity and not about its group.
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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Foreign currency translation
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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 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'.
The Company's revenues are realised from a combination of engineering development paid for by clients as part of contract for services and sales of production systems.
Revenues generated as part of a contract for services basis are treated as long term contracts with revenues recognised as contract activity progresses.
Revenues recognised as part of production activities are assessed on a contract by contract basis and generally revenues recognised on an ex-works or an FCA basis when the goods are made available for clients to collect.
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Operating leases: the Company as lessee
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
Research expenditure is recognised as an expense as incurred. Costs incurred on development projects relating to the developing of new products and significant enhancement of existing products for new engine applications are recognised as intangible assets when it is probable that the project will be a success, considering its commercial and technological feasibility, and costs can be measured reliably. Only direct costs are capitalised, representing material costs and development employee costs. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period. Development costs are amortised from the commencement of production sales of the developed product/application (typically being upon successful trials of initial demo units) on a straight line basis over the period of its expected life, and the amortisation is recognised in administrative expenses.
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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 Statement of Comprehensive Income in the same period as the related expenditure.
Interest income is recognised in profit or loss using the effective interest method.
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.
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company 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 Company in independently administered funds.
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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 operates and generates income.
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.
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.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
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Land and Buildings - Leasehold improvements
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Plant tooling and Equipment
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Fixtures, fittings and computer equipment
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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.
Investments in subsidiaries are measured at cost less accumulated impairment.
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.
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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.
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.
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Provisions for liabilities
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Provisions are made where an event has taken place that gives the Company 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 Company 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.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
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The average monthly number of employees, including directors, during the year was 35 (2021 - 22).
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Charge for the year on owned assets
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Short-term leasehold property
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Charge for the year on owned assets
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The Company holds 100% of the ordinary share capital of Bowman Power Systems (UK) Limited, a dormant company registered at Ocean Quay, Belvidere Road, Southampton, SO14 5QY. The Company has never traded and had net assets of £1 as at the mutual year end.
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Prepayments and accrued income
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Creditors: Amounts falling due within one year
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Payments received on account
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Other taxation and social security
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Accruals and deferred income
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Within accruals and deferred income, there is a balance of £282,637 (2021 - £313,907) in respect of grants received from DECC (Department of Energy and Climate Change) and Innovate UK for completed product development projects. These grants are being recognised to income over the same period as the life of the intangible assets developed, and therefore income of £278,758 (2021 - £278,758) was recognised in the year.
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Creditors: Amounts falling due after more than one year
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Analysis of the maturity of loans is given below:
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Amounts falling due within one year
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Amounts falling due 1-2 years
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Amounts falling due after more than 5 years
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At 31 December 2022 the Company had an unsecured bank loan under the UK Government Bounce Back Loan Scheme.
At December 2022 the Company had an Innovation Continuity Loan facility through Innovate UK Loans in respect of a new product development project. At 31 December 2022 the amounts due under the facility are included in other loans. The loan is secured against the assets of the Company.
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Onerous contract provision
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Charged to profit or loss
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Allotted, called up and fully paid
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1,392,408 (2021 - 1,392,408) Preferred Ordinary shares shares of £1.000000 each
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49,874 (2021 - 40,918) Ordinary shares of £1.000000 each
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In February 2022 the Company issued 8,838 ordinary shares of £1 each for cash.
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Equity-settled
During the year share options were granted over the Ordinary shares of £1 each. The new options for 795 ordinary £1 shares are included in the below table.
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Options outstanding at 1 January 2022
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Forfeited during the year
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Options outstanding at 31 December 2022
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Of which:
Options exercisable at 31 December 2022
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Note 1: 62,323,264 shares in the General Vested Scheme have vested and 576 will vest on exit.
Note 2: 69,215,145 shares in EMI Vested Scheme have vested, 1,736 will vest in 2023.
Having considered Black-Scholes model calculations, an amount of £19,807 (2021 - £2,308) has been charged to the profit and loss account.
The Company did not enter into any share-based payment transactions with parties other than employees during the current or prior period.
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The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. Contributions totalling £21,033 (2021 - £17,501) were payable to the fund at the reporting date and are included in creditors.
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Commitments under operating leases
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At 31 December 2022 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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BOWMAN POWER GROUP LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Post balance sheet events
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In March 2023, the Company resolved to issue 3,991 Ordinary Shares of £1 each in the capital of the Company at a price of £200.51 per share, to raise up to £800,235 in cash. At the date of signing the balance sheet this was fully subscribed and 100% of the funds have been received.
The directors consider that no one party has control over the Company.
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