TWINKL_LTD - Accounts


Company registration number 07201458 (England and Wales)
TWINKL LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 26 APRIL 2023
TWINKL LTD
COMPANY INFORMATION
Directors
J W Seaton
D W Angrave
Company number
07201458
Registered office
Wards Exchange
197 Ecclesall Road
Sheffield
S11 8HW
Auditor
BHP LLP
2 Rutland Park
Sheffield
S10 2PD
TWINKL LTD
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 5
Independent auditor's report
6 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 24
TWINKL LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 26 APRIL 2023
- 1 -

The directors present the strategic report for the year ended 26 April 2023.

Review of the business

We aim to present a balanced and comprehensive review of the development and performance of our business during the year and its position at the year end. Our review is consistent with the size of our business and is written in the context of the risks and uncertainties we face.

In the year Twinkl Ltd's turnover grew to £66,634,494. The largest gains continued to be outside of the UK. The board was pleased with the performance as it demonstrated the continuing outreach that Twinkl is providing to our customers across the world. Despite the increase in revenue, Twinkl’s operating profit margin fell, which was reflective of the investment made in the creation and development of Twinkl’s content during the year. Twinkl’s balance sheet grew stronger, this was to help Twinkl build towards making further investments in the business throughout the next financial year.

During the year, 100% of the ordinary shares were sold to Star Pupil Bidco Ltd. This will help Twinkl find new ways to continue to help the teaching community worldwide as we move into the next phase of our journey.

Twinkl remained dedicated to its mission: To help those who teach.

Principal risks and uncertainties

The principal issues facing Twinkl are the risk of IT and website failure, which would halt or slow down production and stop customers accessing the website. Other principal risks include the uncertainty in global markets, leading to large fluctuations in exchange rates.

Development and performance

Research and development of new and existing products continued during the year and allowed the business to make technological advancements across a number of key areas. Website improvements were made in terms of both security and performance. There have been a number of developments in the content available. The business continues to be in a strong position to continue its growth plans and deliver on its core objectives.

Key performance indicators

Twinkl Ltd continued to use both financial and operational KPIs to monitor and manage the business. The main KPIs used were revenue, profitability and liquidity related. Performance against these KPIs have been discussed in the review of the business, above.

S172 Statement

Twinkl Ltd has a legal responsibility under section 172 of the Companies Act 2006 to act in the way we consider, in good faith, would be most likely to promote the company’s success for the benefit of its members as a whole, and to have regard to the long-term effect of our decisions on the company and its stakeholders. This statement addresses the ways in which we carry out this responsibility.

Promoting the company’s success for its members

Twinkl Ltd was formed in 2010. We’re proud of the ways in which the company has provided employment, training and growth for the global teaching community and our employees.

Our mission is to help those who teach. Our learning materials provide entire schemes of work, lesson planning and assessments right through to online educational games, augmented reality and so much more.

We make strategic decisions based on long-term objectives whilst remaining flexible to immediate priorities. In particular, this has meant significant investment in our employees, resources and buildings, to ensure that we can maintain high quality resources and react to external events, from changes in the curriculum, to the COVID-19 pandemic and global conflicts.

TWINKL LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 2 -

Engaging with stakeholders

Our key stakeholders, and the ways in which we engage with them, are as follows:

Our employees - One of Twinkl’s guiding principles is to ‘grow sustainability’ and to support this, the company is focused on ensuring that the team has leaders that encourage and empower those they work with to achieve this.

Twinkl believes that through good leadership and with the right approach, leaders can shape and build a workplace culture that benefits everyone. There is an emphasis on the personal development of all team members.

Our customers and suppliers - We invest heavily in our resources and processes, so that we can continue to offer customers the best quality resources with the minimum turnaround time.

We have built and will maintain a reputation for transparency and fair dealing in our interaction with our customers and suppliers.

Our community - Everything we do supports the global teaching community and we're committed to transforming people's lives through education. All Twinkl resources are teacher-made and can be used by anyone, anywhere - making learning accessible to all.

Our planet - The company recycles all its office paper and toners, actively tries to reduce the amount of electricity consumed in the business, and the office power supply is completely from renewable sources.

On behalf of the board

J W Seaton
Director
26 January 2024
TWINKL LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 26 APRIL 2023
- 3 -

The directors present their annual report and financial statements for the year ended 26 April 2023.

Principal activities

The principal activity of the company continued to be that of online educational support.

Results and dividends

The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £14,319,541 (2022: £19,270,275). The directors do not recommend payment of a final dividend.

Directors

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

J W Seaton
S E Seaton
(Resigned 21 February 2023)
D W Angrave
Research and development

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 to be contained in the directors' report. It has done so in respect of future developments and research & development.

Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Employee involvement

The company's policy is to consult and discuss with employees, staff councils and at meetings, matters likely to affect employees' interests.

 

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the company's performance.

Auditor

The auditor, BHP LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

As the company has consumed more than 40,000 kWh of energy in this reporting period, it is required to report on its emissions, energy consumption and energy efficiency activities.

TWINKL LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 4 -
2023
2022
Energy consumption
kWh
kWh
Aggregate of energy consumption in the year
- Gas combustion
28,139
40,399
- Electricity purchased
197,101
241,319
225,240
281,718
2023
2022
Emissions of CO2 equivalent
metric tonnes
metric tonnes
Scope 1 - direct emissions
- Gas combustion
5.15
7.37
- Fuel consumed for owned transport
-
-
5.15
7.37
Scope 2 - indirect emissions
- Electricity purchased
40.81
46.67
Scope 3 - other indirect emissions
- Fuel consumed for transport not owned by the company
4.93
0.58
Total gross emissions
50.89
54.62
Intensity ratio
Total gross emissions in metric tonnes CO2e per employee
0.07
0.05
Quantification and reporting methodology

We have followed the 2019 HM Government Environmental Reporting Guidelines. We have also used the GHG Reporting Protocol – Corporate Standard and have used the 2022 UK Government’s Conversion Factors for Company Reporting.

Intensity measurement

The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per employee, to accurately measure how the emissions grow in line with the employee numbers.

Measures taken to improve energy efficiency

Twinkl installed a total of 148 solar panels on the roof of its headquarters. It is estimated that the solar panels are expected to save over 350 tonnes of CO2 in 20 years. Due to the COVID-19 pandemic, homeworking has become far more prevalent than in previous years. This has had a direct impact on the Total gross CO 2e per employee as less office space was in use.

 

 

TWINKL LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 5 -
Statement of directors' responsibilities

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 financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 these 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 applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

  •     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.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
J W Seaton
Director
26 January 2024
TWINKL LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TWINKL LTD
- 6 -
Opinion

We have audited the financial statements of Twinkl Ltd (the 'company') for the year ended 26 April 2023 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

  •     give a true and fair view of the state of the company's affairs as at 26 April 2023 and of its profit for the year then ended;

  •     have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

  •     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 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 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.

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.

TWINKL LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TWINKL LTD
- 7 -
Matters on which we are required to report by exception

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

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

  •     adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

  •     the financial statements are not in agreement with the accounting records and returns; or

  •     certain disclosures of remuneration specified by law are not made; or

  •     we have not received all the information and explanations we require for our audit.

Responsibilities of directors

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 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.

Auditor's responsibilities for the audit of the financial statements

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.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

  • the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

  • we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the industry;

  • we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company;

  • we assessed the extent of compliance with the laws and regulations considered above through making enquiries of management and inspecting legal correspondence; and

  • identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

TWINKL LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TWINKL LTD
- 8 -

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by;

 

  • making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

  • considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

 

To address the risks of fraud through management bias and override controls, we:

 

  • performed analytical procedures to identify any unusual or unexpected relationships;

  • tested journal entries to identify unusual transactions;

  • assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

  • investigated the rationale behind significant or unusual transactions.

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

  • agreeing financial statement disclosures to underlying supporting documentation;

  • enquiring of management as to actual and potential litigation and claims; and

  • discussions with senior management regarding relevant regulations and reviewing the company’s legal and professional fees.

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.

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.

Lisa Leighton
Senior Statutory Auditor
For and on behalf of BHP LLP
26 January 2024
Chartered Accountants
Statutory Auditor
2 Rutland Park
Sheffield
S10 2PD
TWINKL LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 26 APRIL 2023
- 9 -
2023
2022
as restated
Notes
£
£
Turnover
3
66,634,494
55,032,105
Cost of sales
(23,468,329)
(16,232,595)
Gross profit
43,166,165
38,799,510
Administrative expenses
(14,512,709)
(14,901,622)
Other operating income
15,450
1,228,030
Exceptional item
4
851,750
2,256,659
Operating profit
5
29,520,656
27,382,577
Interest receivable and similar income
9
198,158
4,487
Profit before taxation
29,718,814
27,387,064
Tax on profit
10
(5,370,837)
(5,211,196)
Profit for the financial year
24,347,977
22,175,868

The Profit and Loss Account has been prepared on the basis that all operations are continuing operations.

TWINKL LTD
BALANCE SHEET
AS AT 26 APRIL 2023
26 April 2023
- 10 -
26 April 2023
30 April 2022
as restated
Notes
£
£
£
£
Fixed assets
Intangible assets
12
38,879
51,248
Tangible assets
13
161,663
259,710
200,542
310,958
Current assets
Stocks
14
121,462
-
Debtors
15
23,720,120
20,924,122
Cash at bank and in hand
16,872,574
7,929,315
40,714,156
28,853,437
Creditors: amounts falling due within one year
16
(23,870,393)
(22,414,150)
Net current assets
16,843,763
6,439,287
Total assets less current liabilities
17,044,305
6,750,245
Creditors: amounts falling due after more than one year
17
(1,050,356)
(764,232)
Provisions for liabilities
Deferred tax liability
18
24,000
44,500
(24,000)
(44,500)
Net assets
15,969,949
5,941,513
Capital and reserves
Called up share capital
21
1,000
1,000
Profit and loss reserves
15,968,949
5,940,513
Total equity
15,969,949
5,941,513
The financial statements were approved by the board of directors and authorised for issue on 26 January 2024 and are signed on its behalf by:
J W Seaton
Director
Company registration number 07201458 (England and Wales)
TWINKL LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 26 APRIL 2023
- 11 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
As restated for the period ended 30 April 2022:
Balance at 1 May 2021
1,000
3,034,920
3,035,920
Year ended 30 April 2022:
Profit and total comprehensive income
-
22,175,868
22,175,868
Dividends
11
-
(19,270,275)
(19,270,275)
Balance at 30 April 2022
1,000
5,940,513
5,941,513
Year ended 26 April 2023:
Profit and total comprehensive income
-
24,347,977
24,347,977
Dividends
11
-
(14,319,541)
(14,319,541)
Balance at 26 April 2023
1,000
15,968,949
15,969,949
TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 26 APRIL 2023
- 12 -
1
Accounting policies
Company information

Twinkl Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Wards Exchange, 197 Ecclesall Road, Sheffield, S11 8HW.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

  • Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

  • Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

 

The financial statements of the company are consolidated in the financial statements of Twinkl UK Holdings Limited. The consolidated financial statements are available from Companies House.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company 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.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for 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, settlement discounts and volume rebates.

Revenue received is in the form of subscriptions and is recognised evenly over the life of the subscription

1.4
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Amortisation 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:

Other intangible assets
10 years
1.5
Tangible fixed assets

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

TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
1
Accounting policies
(Continued)
- 13 -

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:

Land and buildings Leasehold
25% straight line
Fixtures & fittings
15% reducing balance/25% straight line
Office equipment
25% straight line
Motor vehicles
20% straight line

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.

1.6
Impairment of fixed assets

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.

1.7
Cash and cash equivalents

Cash at bank and in hand are basic financial assets and include cash in hand and deposits held at call with banks.

1.8
Financial instruments

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

 

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

 

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

TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
1
Accounting policies
(Continued)
- 14 -
Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.9
Equity instruments

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.

TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
1
Accounting policies
(Continued)
- 15 -
1.10
Taxation

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

Current 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

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.

1.11
Employee benefits

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.

1.12
Retirement benefits

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

1.13
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss 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 leases asset are consumed.

1.14
Government grants

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.

1.15
Foreign exchange

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.

TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 16 -
2
Judgements and key sources of estimation uncertainty

The preparation of financial statements in compliance with FRS 102 requires the use of management judgement which inherently leads to a degree of estimation uncertainty. These judgements and estimations are based on management’s knowledge of the amount, events or actions, and the actual outcomes may differ from these estimates.

The recoverability of loans made to certain group companies is determined by the performance of the underlying assets those loans have been used for. In the case of loans made for the purpose of supporting investment activities, management closely monitors the investment portfolio and receives up to date financial information which together with other information, informs the portfolio valuation process. As far as possible this process is driven from external information but inherently due to the nature of the portfolio, management are required to monitor impairment and the ultimate recoverability of the group loans which requires judgement.

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by geographical market
UK
40,854,324
36,493,152
Rest of Europe
5,430,297
4,295,225
Oceania
11,465,427
8,200,841
Rest of the world
8,884,446
6,042,887
66,634,494
55,032,105
2023
2022
£
£
Other revenue
Interest income
198,158
4,487
Grants received
-
36,114
4
Exceptional item
2023
2022
£
£
Income
Refund of output VAT
(851,750)
(2,256,659)

The exceptional income relates to a VAT repayment in respect of prior years due to the company following a decision made by HMRC in relation to the treatment of output VAT on certain goods and services.

5
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
60,464
(103,027)
Government grants
-
(36,114)
Depreciation of owned tangible fixed assets
110,161
116,171
Amortisation of intangible assets
12,369
12,368
Operating lease charges
412,378
436,275
TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 17 -
6
Auditor's remuneration
2023
2022
Fess payable to the company's auditor
£
£
For audit services
Audit of the financial statements of the company
15,500
13,000
For other services
Other taxation services
2,500
2,500
All other non-audit services
2,500
1,700
5,000
4,200
7
Employees

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

2023
2022
Number
Number
Cost of Sales
768
629
Administration
418
411
Total
1,186
1,040

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
24,802,494
21,134,341
Social security costs
2,086,507
1,684,735
Pension costs
608,295
605,347
27,497,296
23,424,423
8
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
29,183
17,723
Company pension contributions to defined contribution schemes
440
160,000
29,623
177,723

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2022 - 2).

TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 18 -
9
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
184,767
869
Other interest income
13,391
3,618
Total income
198,158
4,487
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
5,811,678
5,469,123
Adjustments in respect of prior periods
(678,268)
-
0
Total current tax
5,133,410
5,469,123
Deferred tax
Origination and reversal of timing differences
(17,149)
(268,637)
Changes in tax rates
(3,351)
10,710
Adjustment in respect of prior periods
257,927
-
0
Total deferred tax
237,427
(257,927)
Total tax charge
5,370,837
5,211,196

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit before taxation
29,718,814
27,387,064
Expected tax charge based on the standard rate of corporation tax in the UK of 19.49% (2022: 19.00%)
5,792,197
5,203,542
Tax effect of expenses that are not deductible in determining taxable profit
1,072
1,461
Tax effect of income not taxable in determining taxable profit
3,436
(4,613)
Other permanent differences
(1,775)
-
0
Under/(over) provided in prior years
(420,341)
-
0
Effect of change in deferred tax rate
(3,531)
10,710
Deferred tax not recognised
(221)
96
Taxation charge for the year
5,370,837
5,211,196
TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 19 -
11
Dividends
2023
2022
£
£
Interim paid
14,319,541
19,270,275
12
Intangible fixed assets
Other intangible assets
£
Cost
At 1 May 2022 and 26 April 2023
123,687
Amortisation and impairment
At 1 May 2022
72,439
Amortisation charged for the year
12,369
At 26 April 2023
84,808
Carrying amount
At 26 April 2023
38,879
At 30 April 2022
51,248
13
Tangible fixed assets
Land and buildings Leasehold
Fixtures & fittings
Office equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 May 2022
295,833
243,892
336,234
88,289
964,248
Additions
-
0
-
0
12,114
-
0
12,114
At 26 April 2023
295,833
243,892
348,348
88,289
976,362
Depreciation and impairment
At 1 May 2022
195,287
226,207
253,845
29,199
704,538
Depreciation charged in the year
54,740
9,946
27,817
17,658
110,161
At 26 April 2023
250,027
236,153
281,662
46,857
814,699
Carrying amount
At 26 April 2023
45,806
7,739
66,686
41,432
161,663
At 30 April 2022
100,546
17,685
82,389
59,090
259,710
TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 20 -
14
Stocks
2023
2022
£
£
Goods for resale
121,462
-
0
15
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
872,215
975,902
Corporation tax recoverable
891,168
-
0
Amounts owed by group undertakings
19,117,355
-
0
Other debtors
2,387,024
19,246,074
Prepayments and accrued income
452,358
444,219
23,720,120
20,666,195
Deferred tax asset (note 18)
-
0
257,927
23,720,120
20,924,122
16
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
694,758
503,155
Corporation tax
-
0
245,233
Other taxation and social security
813,223
1,604,321
Other creditors
21,573,564
19,390,544
Accruals and deferred income
788,848
670,897
23,870,393
22,414,150
17
Creditors: amounts falling due after more than one year
2023
2022
£
£
Other creditors
1,050,356
764,232
TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 21 -
18
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Balances:
£
£
£
£
Accelerated capital allowances
24,000
44,500
-
-
Deferred tax on prior year adjustment
-
-
-
257,927
24,000
44,500
-
257,927
2023
Movements in the year:
£
Asset at 1 May 2022
(213,427)
Charge to profit or loss
237,427
Liability at 26 April 2023
24,000
19
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
608,295
605,347

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.

20
Share-based payment transactions

On 21 February 2023 the Group issued 705,000 C ordinary shares to certain employees for incentivisation. The expense and corresponding liability have been excluded in the accounts on the grounds of materiality.

21
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of £1 each
375
375
375
375
Ordinary B shares of £1 each
350
350
350
350
Ordinary C shares of £1 each
275
275
275
275
1,000
1,000
1,000
1,000
TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 22 -
22
Operating lease commitments
Lessee

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

2023
2022
£
£
Within one year
249,296
222,600
Between two and five years
831,243
482,300
1,080,539
704,900
23
Events after the reporting date

On 27 July 2023, Twinkl Limited purchased 100% of the share capital of Educake Limited.

TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 23 -
24
Related party transactions

Wild Peak Holdings Limited (previously Twinkl UK Holdings Limited) is the ultimate parent undertaking. At the year end the balance due to Wild Peak Holdings Limited was £85,890 (2022: £nil). The balance is shown in amounts owed to group undertakings.

 

Star Pupil Topco Limited is a group company and indirect parent company of Twinkl Limited. At the year end the balance due from Star Pupil Topco Limited was £19,220 (2022: £nil). The balance is shown in amounts owed from group undertakings. Star Pupil Topco Limited was incorporated in the year and this balance arose due to a group restructure that took place in the year.

 

Star Pupil Bidco Limited is a group company and the immediate parent company of Twinkl Limited. At the year end the balance due from Star Pupil Bidco Limited was £7,929,895 (2022: £nil). The balance is shown in amounts owed from group undertakings. Star Pupil Bidco Limited was incorporated in the year and this balance arose due to a group restructure that took place in the year.

 

Twinkl Australia Pty Limited is a group company. Recharges of £331,769 (2022: £415,715) were made from Twinkl Australia Pty Limited to the company during the year. At the year end, £11,125 was due to Twinkl Australia Pty Limited (2022: £925). The balance is shown in other creditors due within one year.

 

Twinkl Inc is a group company. At the year end the balance due from Twinkl Inc was £370 (2022: £nil). During the year, a balance due from Twinkl Inc totalling £296 was written off. The balance is shown in amounts owed from group undertakings

 

Twinkl (Global Holdings) Limited is a group company. At the year end the balance due from Twinkl (Global Holdings) Limited was £11,251,588 (2022: £492 due to). The balance is shown in amounts owed from group undertakings.

 

Wild Peak Property Management Limited (previously Twinkl Property Management Limited) is a company under common control. Purchases of £174,596 (2022: £159,519) were made from Wild Peak Property Management Limited by the company during the year. Sales of £371 (2022: £nil) were made from the company to Wild Peak Property Management Limited during the year. At the year end, £3,371 was due to Wild Peak Property Management Limited (2022: £24,470). The balance is shown in other creditors due within one year.

 

Wild Peak Property Limited (previously Twinkl Property Limited) is a company under common control. Purchases of £367,487 (2022: £383,644) were made from Wild Peak Property Limited by the company during the year. Sales of £66 (2022: £398) were made from the company to Wild Peak Property Limited during the year. At the year end, £2,061 was owed to Wild Peak Property Limited (2022: £7,337,297 owed from). The balance is shown in other creditors due within one year.

 

Twinkl Hive Services Limited is a company under common control. Recharges of £15,450 (2022: £1,191,915) were made from the company to Twinkl Hive Services Limited during the year, At the year end, £5,258 was due from Twinkl Hive Services Limited (2022: £1,196,785). The balance is shown in other debtors due within one year.

25
Directors' transactions
Description
% Rate
Opening balance
Amounts repaid
Closing balance
£
£
£
J W Seaton -
2.25
496,419
(496,419)
-
496,419
(496,419)
-
TWINKL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 26 APRIL 2023
- 24 -
26
Ultimate controlling party

The ultimate parent undertaking and controlling party is Wild Peak Holdings Ltd, which prepares group financial statements. The registered office of Wild Peak Holdings Ltd is Wards Exchange, Ecclesall Road, Sheffield, England, S11 8HW.

27
Prior period adjustment

A prior period adjustment has been made in respect of an understatement of deferred income at 30 April 2022 and impacts the comparative refund of output VAT income and exchange losses/(gains).

Reconciliation of changes in equity
1 May
30 April
2021
2022
£
£
Adjustments to prior year
Deferred income adjustment
-
(1,357,513)
Tax impact of adjustment
-
257,927
Total adjustments
-
(1,099,586)
Equity as previously reported
3,035,920
7,041,099
Equity as adjusted
3,035,920
5,941,513
Analysis of the effect upon equity
Profit and loss reserves
-
(1,099,586)
Reconciliation of changes in profit for the previous financial period
2022
£
Adjustments to prior year
Deferred income adjustment
(1,357,513)
Tax impact of adjustment
257,927
Total adjustments
(1,099,586)
Profit as previously reported
23,275,454
Profit as adjusted
22,175,868
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