REGISTERED NUMBER:
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Bee Health Limited |
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Strategic Report, Report of the Directors and |
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Financial Statements |
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for the Year Ended 31 December 2020 |
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REGISTERED NUMBER:
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Bee Health Limited |
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Strategic Report, Report of the Directors and |
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Financial Statements |
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for the Year Ended 31 December 2020 |
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Bee Health Limited (Registered number: 06653237) |
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Contents of the Financial Statements |
for the year ended 31 December 2020 |
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Page |
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Company Information | 1 |
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Strategic Report | 2 |
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Report of the Directors | 5 |
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Report of the Independent Auditors | 7 |
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Income Statement | 11 |
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Other Comprehensive Income | 12 |
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Balance Sheet | 13 |
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Statement of Changes in Equity | 15 |
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Cash Flow Statement | 16 |
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Notes to the Cash Flow Statement | 17 |
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Notes to the Financial Statements | 19 |
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Bee Health Limited |
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Company Information |
for the year ended 31 December 2020 |
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DIRECTORS: |
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REGISTERED OFFICE: |
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REGISTERED NUMBER: |
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AUDITORS: |
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Chartered Accountants & Statutory Auditor |
33 George Street |
Wakefield |
West Yorkshire |
WF1 1LX |
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BANKERS: |
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9 Marina Court |
Hull |
HU1 1TJ |
Bee Health Limited (Registered number: 06653237) |
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Strategic Report |
for the year ended 31 December 2020 |
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The directors present their strategic report for the year ended 31 December 2020. |
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Business Review and Results |
The results of the company for the year are as follows: |
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12 months | 12 months |
31.12.2020 | 31.12.2019 |
£m | £m |
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Sales | 44.59 | 28.56 |
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EBITDA | 11.03 | 4.42 |
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EBITDA margin | 24.74% | 15.48% |
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Following the prior year's first reduction in year on year sales growth for 6 years, the company is pleased to report a significant return to growth, resulting in record turnover, margin and profitability. |
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Business environment |
During the Covid-19 virus pandemic, the health and wellbeing of our employees has remained of paramount importance and the company has continued to take robust measures to ensure that it is adhering to government advice and guidance. The business remained fully operational throughout the financial year and has coped well with the challenges the pandemic has created. |
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Once again, the company wishes to place on record its sincere gratitude and appreciation to all of its employees for their dedication, commitment and hard work, during such challenging times. |
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As previously reported, notwithstanding the impact of the Covid-19 virus pandemic on the VMS and specialist health foods sector, the industry continues to experience strong year on year growth and has shown significant resilience to general retail market pressures; in particular, e-commerce retailers are continuing to challenge established industry dynamics. |
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The company is strategically positioned to benefit from these evolving changes by maintaining industry leading service levels and by providing a fully bespoke contract manufacturing offering which incorporates; new product development, short formulation and manufacturing lead times, national and international regulatory advice and having the ability to manufacture a wide range of high quality product formats at competitive prices. |
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In order to maintain its point of differentiation the company seeks to operate with optimum operational flexibility and manufacturing capacity, thereby enabling it to respond promptly to fast changing consumer trends and customer demands. |
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Corporate Strategy Business Outlook |
Following a number of years of major capital investment and the successful implementation of a range of strategic initiatives, the company is now benefitting from the resultant improvements in operational efficiency and margin improvement, which is reflected in the company's record financial performance in the year. |
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The company ended FY20 with a strong order book, but uncertainties surrounding the impact of both Brexit and Covid-19 on the company's supply chain and staffing remain challenging. |
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Bee Health Limited (Registered number: 06653237) |
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Strategic Report |
for the year ended 31 December 2020 |
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KEY PERFORMANCE INDICATORS |
The company operates a range of financial KPIs which it monitors daily/weekly at management level and monthly at Board level. The KPIs include, but are not limited to, the following: |
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12 months | 12 months |
ended | ended |
KPI | 31.12.2020 | 31.12.2019 |
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EBITDA as % of sales | 24.7% | 15.5% |
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Gross profit as a % of sales | 33.7% | 28.2% |
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Stock turn | 6.6x | 6.5x |
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Overheads as a % of sales | 9.0% | 12.9% |
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PRINCIPAL RISKS AND UNCERTAINTIES |
The execution of the company's corporate strategy and the management of its annual business plan are subject to a number of risks and uncertainties which are routinely monitored and reviewed by the Board. Appropriate processes are implemented to manage and mitigate such risks and uncertainties. |
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The principal risks and uncertainties include the following; |
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Liquidity risk |
The company operates both sterling and non-sterling bank accounts and has appropriate cash resources in place to support its budgeted working capital requirements. The company continues to generate strong cash flow. |
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The company has rigorous business modelling and cash flow forecasting processes which can identify cash requirements significantly ahead of time. |
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Foreign exchange risk |
The company sources raw materials from a number of non-UK countries. The overwhelming majority of those purchases are acquired in either United States Dollars or Euros. The company's exposure to currency fluctuations is therefore, in the main, limited to these two currencies. Measures are in place to manage and mitigate such fluctuations by the operation of non-sterling bank accounts. |
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There are no financial instruments currently in place to hedge against overseas income and expenditure; however, the situation is kept under routine review. |
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Raw material price increases |
The company is sensitive to fluctuations in raw material prices. Where possible the company mitigates against price fluctuations by forward contracting in line with foreseeable requirements. |
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Customer Base |
The company remains conscious of the benefit of having a broad customer base and continues to routinely monitor its business mix. |
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Debt and cash |
Bee Health Limited (Registered number: 06653237) |
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Strategic Report |
for the year ended 31 December 2020 |
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The company does not operate a bank overdraft facility. It has facilities to fund items of plant and equipment by way of asset finance arrangements, if required. |
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Changes in legislation |
The company operates in a business sector that is sensitive to the impact of changes in food regulations, both in the UK and internationally. |
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Brexit |
Both the short and medium-term impact of Brexit continues to remain uncertain and the company continues to keep the situation under routine review. |
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Technological Change |
The company's IT systems provide a real time view of the business enabling trading and operational decisions to be based on high quality management information. On-going investment is being made in IT systems to ensure that they are able to continue to respond to the needs of the business. Recovery processes are in place to minimise the effects of damage or denial of access to the infrastructure or systems. |
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Employee Hiring and Retention |
The company appreciates the need to attract and retain high calibre employees and seeks to do so through a combination of competitive basic salaries and targeted performance related bonuses. It also appreciates the need to provide employees with clear job progression opportunities and appropriate on-going training programmes. |
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Supply Chain Risk |
Brexit and Covid-19 continue to impact the supply chain risk; however, the company continued to take appropriate steps to implement mitigation policies, which limit any material impact. |
Meanwhile, considerable effort is directed towards working with suppliers in order to manage the potential risk of interruptions and delays in supply that may adversely impact on trade. |
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In particular, the company continues to seek to maintain access to sufficient stocks of raw materials from a wide range of suppliers and destinations in order to deliver its business plan. This involves forward contracting and maintaining stock levels in line with known and anticipated requirements. |
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Service levels and warehouse handling systems are continuously monitored to ensure appropriate stock control processes are in place and that goods are delivered in a timely manner. |
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ON BEHALF OF THE BOARD: |
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Bee Health Limited (Registered number: 06653237) |
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Report of the Directors |
for the year ended 31 December 2020 |
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The directors present their report with the financial statements of the company for the year ended 31 December 2020. |
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PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of the formulation, contract manufacture and packaging of a wide range of vitamins, minerals, supplements ("VMS") and health food products. The company manufactures products in numerous formats including; tablets, capsules, soft gel capsules, liquids, serums, sprays, powders, gels and creams. The company also manufactures, retails and wholesales its own VMS and health food range of products under the FSC and Bee Health Propolis brands. |
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DIVIDENDS |
No dividends will be distributed for the year ended 31 December 2020. |
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EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
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DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2020 to the date of this report. |
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Other changes in directors holding office are as follows: |
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Ms J A Cheng, Mr G Giles and Mr J K Leishman were appointed as directors after 31 December 2020 but prior to the date of this report. |
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Mr S P Ryan, Ms J R Fletcher OBE, Mr N Smillie and Mr G Giles ceased to be directors after 31 December 2020 but prior to the date of this report. |
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There is a formal schedule of matters specifically reserved for the Board's routine monthly review and the Board's processes are structured such that directors have a regular opportunity to consider the company's strategy, policies, budgets, progress and financial position in order to be able to arrive at a balanced assessment of the company's position and prospects. |
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GOING CONCERN |
The Board is fully satisfied that, on the basis of the current financial year's performance to date, its strong cashflow and its robust financial projections, adequate finance is in place to ensure that the company is able to meet its financial obligations for a minimum of 12 months from the date of signing the financial statements. |
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EMPLOYEES |
The company continues to develop programmes whereby employees are consulted and provided with feedback on both current activities and the general progress of the company. |
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The company supports the employment of disabled persons wherever possible through; recruitment, retention of those who may become disabled during the term of their employment and by career development generally having regard to particular aptitudes and abilities. |
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It is also the company's policy to provide equal opportunities regardless of gender, race, religion, sexual orientation, or disability. |
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Bee Health Limited (Registered number: 06653237) |
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Report of the Directors |
for the year ended 31 December 2020 |
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STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
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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: |
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- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
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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. |
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STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
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AUDITORS |
The auditors, SMH Jolliffe Cork Audit Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
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ON BEHALF OF THE BOARD: |
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Report of the Independent Auditors to the Members of |
Bee Health Limited |
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Opinion |
We have audited the financial statements of Bee Health Limited (the 'company') for the year ended 31 December 2020 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of 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). |
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In our opinion the financial statements: |
- | give a true and fair view of the state of the company's affairs as at 31 December 2020 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. |
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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 Auditors' 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. |
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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. |
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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. |
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Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
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Other information |
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
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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. |
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In connection with our audit of the financial statements, 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 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. |
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Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Bee Health Limited |
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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 Report of the Directors. |
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We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept, 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 directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
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Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page six, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
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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. |
Report of the Independent Auditors to the Members of |
Bee Health Limited |
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Auditors' 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 a Report of the Auditors 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. |
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Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
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The extent to which the audit was considered capable of detecting irregularities including fraud |
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Our approach to identifying and assessing the risks of material misstatements in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
- the engagement principal 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 the Directors and other informed management which we considered may have a direct material effect on the financial statements or the operations of the company and thereafter, the audit team remained alert to instances of non-compliance throughout the audit. |
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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. |
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To address the risk of fraud through management bias and override of 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. |
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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 reviewing correspondence with HMRC and the company's legal advisors. |
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There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
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Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. |
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A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
Report of the Independent Auditors to the Members of |
Bee Health Limited |
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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 a Report of the Auditors 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. |
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for and on behalf of
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Chartered Accountants & Statutory Auditor |
33 George Street |
Wakefield |
West Yorkshire |
WF1 1LX |
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Bee Health Limited (Registered number: 06653237) |
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Income Statement |
for the year ended 31 December 2020 |
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2020 | 2019 |
Notes | £ | £ |
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TURNOVER | 3 |
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Cost of sales |
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GROSS PROFIT |
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Administrative expenses |
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10,474,180 | 3,821,355 |
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Other operating income |
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OPERATING PROFIT | 5 |
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Interest receivable and similar income |
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10,507,340 | 3,886,204 |
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Interest payable and similar expenses | 7 |
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PROFIT BEFORE TAXATION |
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Tax on profit | 8 |
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PROFIT FOR THE FINANCIAL YEAR |
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Bee Health Limited (Registered number: 06653237) |
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Other Comprehensive Income |
for the year ended 31 December 2020 |
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2020 | 2019 |
Notes | £ | £ |
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PROFIT FOR THE YEAR |
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OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR |
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Bee Health Limited (Registered number: 06653237) |
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Balance Sheet |
31 December 2020 |
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2020 | 2019 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 9 |
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Tangible assets | 10 |
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CURRENT ASSETS |
Stocks | 11 |
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Debtors | 12 |
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Cash at bank and in hand |
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CREDITORS |
Amounts falling due within one year | 13 |
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NET CURRENT ASSETS |
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TOTAL ASSETS LESS CURRENT
LIABILITIES |
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PROVISIONS FOR LIABILITIES | 16 |
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NET ASSETS |
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Bee Health Limited (Registered number: 06653237) |
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Balance Sheet - continued |
31 December 2020 |
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2020 | 2019 |
Notes | £ | £ | £ | £ |
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CAPITAL AND RESERVES |
Called up share capital | 17 |
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Retained earnings | 18 |
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SHAREHOLDERS' FUNDS |
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The financial statements were approved by the Board of Directors and authorised for issue on
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Bee Health Limited (Registered number: 06653237) |
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Statement of Changes in Equity |
for the year ended 31 December 2020 |
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Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
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Balance at 1 January 2019 |
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Changes in equity |
Total comprehensive income | - |
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Balance at 31 December 2019 |
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Changes in equity |
Total comprehensive income | - |
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Balance at 31 December 2020 |
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Bee Health Limited (Registered number: 06653237) |
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Cash Flow Statement |
for the year ended 31 December 2020 |
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2020 | 2019 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 |
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Interest paid |
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( |
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Interest element of hire purchase payments paid | ( |
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Tax paid | ( |
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Net cash from operating activities |
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Cash flows from investing activities |
Purchase of intangible fixed assets | ( |
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Purchase of tangible fixed assets | ( |
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Sale of tangible fixed assets |
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Interest received |
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Net cash from investing activities | ( |
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Cash flows from financing activities |
Capital repayments in year | ( |
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Amount withdrawn by directors | (5,000,000 | ) | (776,240 | ) |
Net cash from financing activities | ( |
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Increase in cash and cash equivalents |
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Cash and cash equivalents at beginning of
year |
2 |
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53,559 |
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Cash and cash equivalents at end of year | 2 | 4,098,239 | 2,384,177 |
Bee Health Limited (Registered number: 06653237) |
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Notes to the Cash Flow Statement |
for the year ended 31 December 2020 |
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1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2020 | 2019 |
£ | £ |
Profit before taxation |
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Depreciation charges |
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Loss on disposal of fixed assets |
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Finance costs | 460 | 17,392 |
Finance income | - | (3,702 | ) |
11,031,106 | 4,421,639 |
(Increase)/decrease in stocks | ( |
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Increase in trade and other debtors | ( |
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Increase/(decrease) in trade and other creditors |
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( |
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Cash generated from operations |
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2. | CASH AND CASH EQUIVALENTS |
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The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
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Year ended 31 December 2020 |
31.12.20 | 1.1.20 |
£ | £ |
Cash and cash equivalents | 4,098,239 | 2,384,177 |
Year ended 31 December 2019 |
31.12.19 | 1.1.19 |
£ | £ |
Cash and cash equivalents | 2,384,177 | 53,559 |
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Bee Health Limited (Registered number: 06653237) |
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Notes to the Cash Flow Statement |
for the year ended 31 December 2020 |
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3. | ANALYSIS OF CHANGES IN NET FUNDS |
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At 1.1.20 | Cash flow | At 31.12.20 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 2,384,177 | 1,714,062 | 4,098,239 |
2,384,177 |
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4,098,239 |
Debt |
Finance leases | (74,842 | ) | 74,842 | - |
(74,842 | ) | 74,842 | - |
Total | 2,309,335 | 1,788,904 | 4,098,239 |
Bee Health Limited (Registered number: 06653237) |
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Notes to the Financial Statements |
for the year ended 31 December 2020 |
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1. | STATUTORY INFORMATION |
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Bee Health Limited is a
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The company's business address is Carnaby Industrial Estate, Lancaster Road, Carnaby, Bridlington, YO15 3QY. |
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The company's functional and presentation currency is the pound sterling £. All financial information presented has been rounded to the nearest £, unless otherwise stated. |
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2. | ACCOUNTING POLICIES |
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Basis of preparing the financial statements |
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Significant judgements and estimates |
In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The resulting accounting estimates will, by definition, seldom equal the related actual results. |
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The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. |
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The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities in the next financial year are: |
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Estimated useful lives of intangible and tangible fixed assets |
The annual amortisation and depreciation charges for intangible and tangible fixed assets is sensitive to changes in the estimated useful lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets. |
|
Stock provisions |
When calculating the stock provisions or write offs, management considers the nature and condition of the stock, as well as applying assumptions around anticipated saleability. |
|
Impairment of debtors |
The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. |
|
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
2. | ACCOUNTING POLICIES - continued |
|
Amortisation |
Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful economic life of that asset as follows |
|
Goodwill - fully amortised |
|
Computer software |
Website development costs incurred are capitalised and then amortised over the useful economic life of 5 years, determined on a straight line basis, with the first period of amortisation being when the software is fully developed and ready for use. |
|
Tangible fixed assets |
Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life. |
|
Freehold property | - Not provided |
Freehold property improvements | - 4% on straight line |
Leasehold property improvements | - Over the term of the lease |
Plant and machinery | - 20% on straight line |
Motor vehicles | - 25% on reducing balance |
Computer equipment | - 35% on reducing balance |
|
Fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. |
The freehold property is held at valuation and is professionally revalued at least every 5 years, with a valuation by the directors in the interim. |
|
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
2. | ACCOUNTING POLICIES - continued |
|
Financial instruments |
The company has chosen to adopt the Sections 11 and 12 of FRS 102 in respect of financial instruments. |
|
Financial assets |
Basic financial assets, including trade and other debtors and cash and bank balances are initially recognised at transaction price, 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. |
The company has no 'Other financial assets'. |
Financial assets are derecognised when (a) the contractual rights to the cashflows from the asset expire or are settled or (b) substantially all the risks and rewards of ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. |
|
Financial liabilities |
Basic financial liabilities, including trade and other creditors, hire purchase contracts and sales ledger financing, 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 |
receipts discounted at a market rate of interest. |
The company has no 'Other financial liabilities'. |
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. |
|
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. |
|
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
2. | ACCOUNTING POLICIES - continued |
|
Hire purchase and leasing commitments |
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
|
The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
|
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
|
Pension costs and other post-retirement benefits |
The company operates an auto-enrolment pension scheme on behalf of its employees and makes defined contributions into the scheme. During the financial year the company also made employer contributions into a director's personal pension scheme. Contributions payable to these pension schemes are charged to the profit and loss account in the period to which they relate. |
|
3. | TURNOVER |
|
The turnover and profit before taxation are attributable to the one principal activity of the company. |
|
An analysis of turnover by geographical market is given below: |
|
2020 | 2019 |
£ | £ |
United Kingdom |
|
|
Europe |
|
|
United States of America |
|
|
Rest of World | 978,260 | 579,250 |
|
|
|
4. | EMPLOYEES AND DIRECTORS |
2020 | 2019 |
£ | £ |
Wages and salaries |
|
|
Social security costs |
|
|
Other pension costs |
|
|
|
|
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
4. | EMPLOYEES AND DIRECTORS - continued |
|
The average number of employees during the year was as follows: |
2020 | 2019 |
|
Production | 253 | 232 |
Administrative | 35 | 35 |
|
|
|
2020 | 2019 |
£ | £ |
Directors' remuneration |
|
|
|
Information regarding the highest paid director is as follows: |
2020 | 2019 |
£ | £ |
Emoluments etc |
|
|
|
5. | OPERATING PROFIT |
|
The operating profit is stated after charging/(crediting): |
|
2020 | 2019 |
£ | £ |
Hire of plant and machinery |
|
|
Other operating leases |
|
|
Depreciation - owned assets |
|
|
Depreciation - assets on hire purchase contracts |
|
|
Loss on disposal of fixed assets |
|
|
Computer software amortisation |
|
|
Foreign exchange differences |
|
( |
) |
|
6. | AUDITORS' REMUNERATION |
|
2020 | 2019 |
Fees payable to the company's auditor in respect of: | £ | £ |
|
Audit of the company's financial statements | 21,800 | 19,500 |
Services relating to taxation | 1,900 | 1,800 |
Other services | 579 | 400 |
24,279 | 21,700 |
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2020 | 2019 |
£ | £ |
Invoice financing interest |
|
|
Hire purchase interest |
|
|
|
|
|
8. | TAXATION |
|
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2020 | 2019 |
£ | £ |
Current tax: |
UK corporation tax |
|
|
|
Deferred tax |
|
|
Tax on profit |
|
|
|
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
|
2020 | 2019 |
£ | £ |
Profit before tax |
|
|
Profit multiplied by the standard rate of corporation tax in the UK of
|
|
|
|
Effects of: |
Expenses not deductible for tax purposes |
|
|
Depreciation in excess of capital allowances |
|
|
Total tax charge | 2,009,309 | 742,075 |
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
9. | INTANGIBLE FIXED ASSETS |
Computer |
Goodwill | software | Totals |
£ | £ | £ |
COST |
At 1 January 2020 |
|
|
|
Additions |
|
|
|
At 31 December 2020 |
|
|
|
AMORTISATION |
At 1 January 2020 |
|
|
|
Amortisation for year |
|
|
|
At 31 December 2020 |
|
|
|
NET BOOK VALUE |
At 31 December 2020 |
|
|
|
At 31 December 2019 |
|
|
|
|
10. | TANGIBLE FIXED ASSETS |
Freehold | Leasehold |
Freehold | property | property |
property | improvements | improvements |
£ | £ | £ |
COST |
At 1 January 2020 |
|
|
|
Additions |
|
|
|
Disposals |
|
|
|
Reclassification/transfer |
|
|
( |
) |
At 31 December 2020 |
|
|
|
DEPRECIATION |
At 1 January 2020 |
|
|
|
Charge for year |
|
|
|
Eliminated on disposal |
|
|
|
Charge written back | - | (56,463 | ) | - |
Reclassification/transfer |
|
|
( |
) |
At 31 December 2020 |
|
|
|
NET BOOK VALUE |
At 31 December 2020 |
|
|
|
At 31 December 2019 |
|
|
|
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
10. | TANGIBLE FIXED ASSETS - continued |
|
Plant and | Motor | Computer |
machinery | vehicles | equipment | Totals |
£ | £ | £ | £ |
COST |
At 1 January 2020 |
|
|
|
|
Additions |
|
|
|
|
Disposals | ( |
) |
|
( |
) | ( |
) |
Reclassification/transfer |
|
|
|
|
At 31 December 2020 |
|
|
|
|
DEPRECIATION |
At 1 January 2020 |
|
|
|
|
Charge for year |
|
|
|
|
Eliminated on disposal | ( |
) |
|
( |
) | ( |
) |
Charge written back | - | - | - | (56,463 | ) |
Reclassification/transfer |
|
|
|
|
At 31 December 2020 |
|
|
|
|
NET BOOK VALUE |
At 31 December 2020 |
|
|
|
|
At 31 December 2019 |
|
|
|
|
|
Fixed assets, included in the above, which are held under hire purchase contracts are as follows: |
Plant and |
machinery |
£ |
COST |
At 1 January 2020 |
|
Transfer to ownership | (353,009 | ) |
At 31 December 2020 |
|
DEPRECIATION |
At 1 January 2020 |
|
Transfer to ownership | (82,504 | ) |
At 31 December 2020 |
|
NET BOOK VALUE |
At 31 December 2020 |
|
At 31 December 2019 |
|
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
11. | STOCKS |
2020 | 2019 |
£ | £ |
Stocks |
|
|
|
12. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2020 | 2019 |
£ | £ |
Trade debtors |
|
|
Other debtors |
|
|
Directors' current accounts | 5,000,000 | - |
Prepayments and accrued income |
|
|
|
|
|
13. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2020 | 2019 |
£ | £ |
Hire purchase contracts (see note 14) |
|
|
Trade creditors |
|
|
Corporation tax |
|
|
Social security and other taxes |
|
|
Other creditors |
|
|
Accruals and deferred income |
|
|
|
|
|
14. | LEASING AGREEMENTS |
|
Minimum lease payments fall due as follows: |
|
Hire purchase contracts |
2020 | 2019 |
£ | £ |
Net obligations repayable: |
Within one year |
|
|
|
Non-cancellable |
operating leases |
2020 | 2019 |
£ | £ |
Within one year |
|
|
Between one and five years |
|
|
In more than five years |
|
|
|
|
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
15. | SECURED DEBTS |
|
The following secured debts are included within creditors: |
|
2020 | 2019 |
£ | £ |
Hire purchase contracts | - | 74,842 |
|
Hire purchase contracts are secured on the assets to which they relate. |
|
16. | PROVISIONS FOR LIABILITIES |
2020 | 2019 |
£ | £ |
Deferred tax | 394,700 | 297,847 |
|
Deferred tax |
£ |
Balance at 1 January 2020 |
|
Accelerated capital allowances | 96,853 |
Balance at 31 December 2020 |
|
|
17. | CALLED UP SHARE CAPITAL |
|
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2020 | 2019 |
value: | £ | £ |
|
Ordinary | £1 | 1,000 | 1,000 |
|
18. | RESERVES |
Retained |
earnings |
£ |
|
At 1 January 2020 |
|
Profit for the year |
|
At 31 December 2020 |
|
|
19. | CAPITAL COMMITMENTS |
2020 | 2019 |
£ | £ |
Contracted but not provided for in the |
financial statements |
|
|
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
20. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
|
The following advances and credits to directors subsisted during the years ended 31 December 2020 and 31 December 2019: |
|
2020 | 2019 |
£ | £ |
|
Balance outstanding at start of year |
|
|
Amounts advanced |
|
|
Amounts repaid |
|
|
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of year |
|
|
|
|
Balance outstanding at start of year |
|
|
Amounts advanced |
|
|
Amounts repaid |
|
|
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of year |
|
|
|
|
Balance outstanding at start of year |
|
|
Amounts advanced |
|
|
Amounts repaid |
|
|
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of year |
|
|
|
Loans to the directors were approved by a written resolution dated 8 October 2020. The loans are interest free and repayable on demand. Although there are no formal terms associated with these loans, the understanding is that the period will be of no more than twelve months, after which they will be repaid in full. |
Bee Health Limited (Registered number: 06653237) |
|
Notes to the Financial Statements - continued |
for the year ended 31 December 2020 |
|
|
21. | RELATED PARTY DISCLOSURES |
|
During the year, the company paid £48,000 in respect of outsourced marketing and website development services provided by Luna Consultancy, a firm owned and controlled by the daughter of Ms J Fletcher OBE |
|
In addition to this there were rents payable for the company's business premises to The Richardson Pension Scheme in the sum of £89,735 for the period to 21 October 2020. The scheme's sole beneficiary is Ms J Fletcher OBE. On 21 October 2020, the company purchased its main trading premises from The Richardson Pension Scheme for £1,350,000. |
|
The company also paid £9,309 during the year for electrical repair services provided by Ray Ryan Technical & Electrical Services Ltd, a business owned by the brother of the director, Mr S P Ryan. A further £30,528 was paid during the year for joinery and building work provided by businesses owned by the son-in-law of the director, Mr S P Ryan. |
|
During the year the company paid £13,000 in connection with the sponsorship of several racehorses owned personally by the director, Mr S P Ryan. |
|
22. | POST BALANCE SHEET EVENTS |
|
On 25 March 2021 it was announced that the entire share capital of Bee Health Limited had been acquired by INW (Innovations in Nutrition and Wellness). INW is a U.S. based leader in custom R&D, manufacturing and marketing support solutions for global brands that serve the fast-growing nutrition and wellness industry. |
|
By combining with INW, the company will now be even better positioned to meet the industry's fast evolving needs. INW and Bee Health's highly complementary product capabilities and geographic scope will further enhance the services provided to customers. Additionally, the owner of INW, Cornell Capital, has significant expertise in the consumer and industrial sectors, further increasing our confidence that this transaction will enable the company to further expand its range of formulations and product offerings. |
|
23. | CONTROLLING PARTIES |
|
At the balance sheet date the company was jointly controlled by three of the directors; Ms J R Fletcher OBE, Mr S P Ryan and Mr N Smillie. |
|
From 25 March 2021, the company became a wholly owned subsidiary of INW Bee Health Limited, a company registered in England. |
|
At the date of signing off these financial statements, the ultimate parent company is considered to be INW Holdco LLC, a company registered in Delaware, United States of America, by virtue of its controlling interest in the immediate parent company, INW Bee Health Limited. The directors consider the ultimate controlling party to be CC Impact Parent LLC. |