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REGISTERED NUMBER:
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AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 |
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FOR
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WA CAPITAL INVESTMENTS LIMITED |
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REGISTERED NUMBER:
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AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 |
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FOR
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WA CAPITAL INVESTMENTS LIMITED |
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WA CAPITAL INVESTMENTS LIMITED (REGISTERED NUMBER: 08868065)
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CONTENTS OF THE FINANCIAL STATEMENTS
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FOR THE YEAR ENDED 30 JUNE 2017
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Page
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Company Information
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1
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Balance Sheet
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2
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Notes to the Financial Statements
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3
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WA CAPITAL INVESTMENTS LIMITED
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COMPANY INFORMATION
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FOR THE YEAR ENDED 30 JUNE 2017
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DIRECTORS:
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REGISTERED OFFICE:
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REGISTERED NUMBER:
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INDEPENDENT AUDITORS
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Statutory Auditor, Chartered Accountants
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St Nicholas House
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Park Row
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Nottingham
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NG1 6FQ
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WA CAPITAL INVESTMENTS LIMITED (REGISTERED NUMBER: 08868065)
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BALANCE SHEET
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30 JUNE 2017
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30/6/17
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30/6/16
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Notes
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£
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£
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FIXED ASSETS
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Investments
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3
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CURRENT ASSETS
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Debtors
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4
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Cash at bank
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CREDITORS
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Amounts falling due within one year
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5
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(
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NET CURRENT (LIABILITIES)/ASSETS
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(
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TOTAL ASSETS LESS CURRENT
LIABILITIES
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(
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CAPITAL AND RESERVES
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Called up share capital
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Retained earnings
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(
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(
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In accordance with Section 444 of the Companies Act 2006, the Profit and loss account has not been delivered.
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The financial statements were approved by the Board of Directors on
signed on its behalf by:
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WA CAPITAL INVESTMENTS LIMITED (REGISTERED NUMBER: 08868065)
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NOTES TO THE FINANCIAL STATEMENTS
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FOR THE YEAR ENDED 30 JUNE 2017
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1.
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STATUTORY INFORMATION
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WA Capital Investments Limited is a
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England and Wales. The company's registered number and registered office address can be
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found on the Company Information page.
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2.
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ACCOUNTING POLICIES
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Basis of preparing the financial statements
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These financial statements were prepared in accordance with applicable United Kingdom
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accounting standards, including Financial Reporting Standard 102 The Financial Reporting
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Standard applicable in the UK and Republic of Ireland ("FRS 102") as issued in August
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2014, and with the Companies Act 2006 (as applicable to companies subject to the small
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companies' regime). The changes to FRS 102 issued in September 2015 effective for
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periods beginning on or after 1 January 2016 have been adopted and therefore, as a small
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company the financial statements have been prepared under section 1A the small entities
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regime of FRS 102.
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The financial statements have been prepared on the going concern basis, notwithstanding
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net liabilities of £45,895,669 and a current year loss of £45,895,670. The directors are of the
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opinion that the company has adequate resources to continue in operational existence for
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the foreseeable future. In the company's financial covenant calculation, the indebtedness
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excludes any intercompany loan. The company's banker holds the company's share
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portfolio plus cash as collateral against the lending. The Directors are confident that there is
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sufficient margin between the current value of the shares and the price at which the bank
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facility would be recalled. On this basis they continue to adopt the going concern basis of
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accounting in preparing the annual financial statements.
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Financial risk management including derivatives, objectives, forward fixed rate |
currency contracts and policies |
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The company uses financial instruments, comprising loans, cash and other liquid resources |
and various other items such as trade debtors, creditors and finance arrangements that arise |
directly from its operations. The main purpose of these financial instruments is to raise |
finance for its operations. The main issues arising from the company's financial instruments |
are liquidity risk and interest rate risk. The directors review and agree policies for managing |
each of these risks and they are summarised below. The policies have remained unchanged |
from the previous period. |
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Liquidity risk |
The company seeks to manage financial risk by ensuring sufficient liquidity is available to |
meet foreseeable needs by negotiating adequate facilities from the companies bankers and |
other lenders as well as its parent company WA Capital Limited. |
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Interest rate risk |
The company finances its operations through a mixture of intercompany loans and bank |
borrowings. The Companies regularly reviews its exposure to interest rate fluctuations. |
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WA CAPITAL INVESTMENTS LIMITED (REGISTERED NUMBER: 08868065)
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NOTES TO THE FINANCIAL STATEMENTS - continued
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FOR THE YEAR ENDED 30 JUNE 2017
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2.
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ACCOUNTING POLICIES - continued
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Financial instruments
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Financial instruments are recognised in balance sheet when the company becomes party to
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the contractual
provisions of the instrument.
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Financial assets and liabilities are offset, with the net amounts presented in the financial
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statements, when there is a legally enforceable right to set off the recognised amounts and
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there is an intention to settle on a net basis or to realise the asset and settle the liability
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simultaneously.
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Basic financial assets
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Basic financial assets, which include debtors and cash and bank balances, are initially
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measured at transaction price including transaction costs and are subsequently carried at
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amortised cost using the effective interest method unless the arrangement constitutes a
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financing transaction, where the transaction is measured at the present value of the future
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receipts discounted at a market rate of interest. Financial assets classified as receivable
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within one year are not amortised.
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Other financial assets
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Other financial assets, including investments in equity instruments and derivatives, are
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initially measured at fair value, which is normally the transaction price. Such assets are
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subsequently carried at fair value and the changes in fair value are recognised in profit or
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loss, except that investments in equity instruments that are not publicly traded and whose
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fair values cannot be measured reliably are measured at cost less impairment.
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Impairment of financial assets
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Financial assets, other than those held at fair value through profit and loss, are assessed for
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indicators of impairment at each reporting end date. Financial assets are impaired where
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there is objective evidence that, as a result of one or more events that occurred after the
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initial recognition of the financial asset, the estimated future cash flows have been affected.
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If an asset is impaired, the impairment loss is the difference between the carrying amount
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and the present value of the estimated cash flows discounted at the asset's original effective
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interest rate. The impairment loss is recognised in profit or loss.
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If there is a decrease in the impairment loss arising from an event occurring after the
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impairment was recognised, the impairment is reversed. The reversal is such that the current
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carrying amount does not exceed what the carrying amount would have been, had the
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impairment not previously been recognised. The impairment reversal is recognised in profit
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or loss.
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Derecognition of financial assets
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Financial assets are derecognised only when the contractual rights to the cash flows from
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the asset expire or are settled, or when the company transfers the financial asset and
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substantially all the risks and rewards of ownership to another entity, or if some significant
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risks and rewards of ownership are retained but control of the asset has transferred to
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another party that is able to sell the asset in its entirety to an unrelated third party.
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Classification of financial liabilities
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Financial liabilities and equity instruments are classified according to the substance of the
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contractual arrangements entered into. An equity instrument is any contract that evidences a
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residual interest in the assets of the company after deducting all of its liabilities.
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WA CAPITAL INVESTMENTS LIMITED (REGISTERED NUMBER: 08868065)
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NOTES TO THE FINANCIAL STATEMENTS - continued
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FOR THE YEAR ENDED 30 JUNE 2017
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2.
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ACCOUNTING POLICIES - continued
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Basic financial liabilities |
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies, |
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. 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. |
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Other financial liabilities |
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not |
basic financial instruments. Derivatives are initially recognised at fair value on the date a |
derivative contract is entered into and are subsequently re-measured at their fair value. |
Changes in the fair value of derivatives are recognised in profit or loss. Debt instruments that |
do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair |
value through profit or loss. |
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Derecognition of financial liabilities |
Financial liabilities are derecognised when the company's contractual obligations expire or |
are discharged or cancelled. |
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Taxation
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Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and |
loss account, except to the extent that it relates to items recognised in other comprehensive |
income or directly in equity. |
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Current or deferred taxation assets and liabilities are not discounted. |
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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. |
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Deferred tax
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Deferred tax is recognised in respect of all timing differences that have originated but not |
reversed at the balance sheet date. |
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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. |
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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. |
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WA CAPITAL INVESTMENTS LIMITED (REGISTERED NUMBER: 08868065)
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NOTES TO THE FINANCIAL STATEMENTS - continued
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FOR THE YEAR ENDED 30 JUNE 2017
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3.
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FIXED ASSET INVESTMENTS
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Listed
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investments
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£
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COST OR VALUATION
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At 1 July 2016
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-
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Additions
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Revaluations
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(
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At 30 June 2017
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NET BOOK VALUE
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At 30 June 2017
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Cost or valuation at 30 June 2017 is represented by:
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Listed
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investments
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£
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Valuation in
2017
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108,270,000
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4.
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DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
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30/6/17
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30/6/16
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£
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£
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Other debtors
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5.
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CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
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30/6/17
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30/6/16
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£
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£
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Bank loans and overdrafts (see note
6)
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Amounts owed to group undertakings
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Accruals and deferred income
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In addition to the bank debt which has a security interest granted against the Investments |
held. The company has loans from its parent company, WA Capital Limited which are |
unsecured repayable on demand. |
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WA CAPITAL INVESTMENTS LIMITED (REGISTERED NUMBER: 08868065)
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NOTES TO THE FINANCIAL STATEMENTS - continued
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FOR THE YEAR ENDED 30 JUNE 2017
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6.
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LOANS
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An analysis of the maturity of loans is given below:
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30/6/17
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30/6/16
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£
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£
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Amounts falling due within one year or on demand:
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Bank loans
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7.
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DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006
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The Seniot Statutory Auditor was
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8.
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RELATED PARTY DISCLOSURES
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The company was under the control of WA Capital Limited. Mr W L Adderley is the |
managing director and majority shareholder of WA Capital Limited. |
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As the company is a wholly owned subsidiary of WA Capital Limited, the company has taken |
advantage of the exemption contained within FRS 102 and has not disclosed transactions or |
balances with entities that form part of the group. |
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9.
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POST BALANCE SHEET EVENTS
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On the 8th December 2017, WA Capital Investments Limited ("WAC Investments"), received |
18,000,000 Dunelm Group PLC ("Dunelm") ordinary shares with a par value of 1 pence |
each. The transfer was made market value. The shares were transferred from WA Capital |
Limited ("WA Capital"), WAC Investments parent which holds 100% of the share capital in |
WAC Investments. There was no change in the ultimate beneficial ownership of the Dunelm |
shares as a result of this transfer. |
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As a result of the transfer above, these additional 18,000,000 ordinary shares having a par |
value of 1 pence each in the capital of Dunelm are subject to the security interest granted by |
WAC Investments on 20 September 2016 in favour of Barclays Bank plc, as security for any |
amounts which may be due from time to time under a facility agreement entered into on that |
date (as amended from time to time). Details of this were announced by Dunelm on 21 |
September 2016. Accordingly an aggregate of 36,000,000 shares in the Dunelm are now |
pledged by WAC Investments in favour of Barclays Bank plc. |
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10.
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AUDITOR'S REMUNERATION
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Auditor's remuneration has been recognised by the company's parent and sole shareholder
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WA Capital Limited. The costs recognised were for WA Capital Limited and WA Capital Investments Limited.
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WA CAPITAL INVESTMENTS LIMITED (REGISTERED NUMBER: 08868065)
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NOTES TO THE FINANCIAL STATEMENTS - continued
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FOR THE YEAR ENDED 30 JUNE 2017
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11.
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FINANCIAL INSTRUMENTS
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30/6/17
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30/6/16
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Notes
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£
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£
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Financial assets measured at fair value through profit or loss
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Listed investments
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8
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108,270,000
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Financial assets that are debt instruments measured at amortised cost
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Other debtors
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9
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5,000
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108,275,000
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-
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Financial liabilities measured at amortised cost
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Bank loans and overdrafts
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63,000,000
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Amount owed to group undertakings
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103,969,606
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Accruals
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10
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43,773
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167,013,379
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-
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Basis for determining fair value
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The listed investments are valued at their quoted closing price on the year end date. The listed investments valued at £108,270,000 form the collateral used for the bank margin loan facility in addition to the cash of £12,842,710 held at the year end.
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