Company registration number 11097679 (England and Wales)
LAKE FINCO II LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2022
PAGES FOR FILING WITH REGISTRAR
LAKE FINCO II LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 6
LAKE FINCO II LIMITED
STATEMENT OF FINANCIAL POSITION
- 1 -
2022
2021
as restated
Notes
£
£
£
£
Fixed assets
Investments
4
1,435,183
1,435,183
Current assets
Debtors
6
88,173,591
75,093,891
Creditors: amounts falling due within one year
7
(86,221,119)
(73,902,079)
Net current assets
1,952,472
1,191,812
Total assets less current liabilities
3,387,655
2,626,995
Creditors: amounts falling due after more than one year
8
(26,234,901)
(22,970,882)
Net liabilities
(22,847,246)
(20,343,887)
Capital and reserves
Called up share capital
100
100
Profit and loss reserves
(22,847,346)
(20,343,987)
Total equity
(22,847,246)
(20,343,887)
The directors of the company have elected not to include a copy of the income statement within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 26 October 2023 and are signed on its behalf by:
O Wehlau
Director
Company Registration No. 11097679
LAKE FINCO II LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2022
- 2 -
1
Accounting policies
Company information
Lake Finco II Limited is a private company limited by shares incorporated in England and Wales. The registered office is Buchanan House, 30 Holborn, London, EC1N 2HS.
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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. The principal accounting policies adopted are set out below.
1.2
Going concern
The financial statements have been prepared on a going concern basis which the Directortrues believe to be appropriate for the following reason. At the year end, the company had net liabilities of £22,847,246. The company is reliant on the support of other group companies as a result of the way that the group is financed. Global University Systems Holding B.V. has agreed to continue to provide financial and other support to the company for the foreseeable future to enable it to continue to trade.
As a result, having assessed the response of the directors of Global University Systems Holding B.V., in light of its support and on the basis of their assessment of the company's financial position and Global University Systems Holding B.V. financial position, the Directors have a reasonable expectation that the company will be able to continue in operational existence for the foreseeable future and continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Interest income is recognised when it is probable that the economic benefits will flow to the company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and the effective interest rate applicable.
1.4
Fixed asset investments
Minority equity investments in other group entities are recognised at cost less impairment.
1.5
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.6
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 statement of financial position 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.
LAKE FINCO II LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2022
1
Accounting policies
(Continued)
- 3 -
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.
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, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.
1.7
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.
1.8
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.
1.9
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.
LAKE FINCO II LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2022
- 4 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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 that are considered to be relevant. Actual results may differ from these estimates.
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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The key judgement applied by the Directors is in respect of the potential impairment of intercompany receivables and investments in group entities. In making their assessment the Directors consider the net asset position and cash flows of the entities in question, as well as considering the circumstances of the environment in which the respective entities operate and the availability of any credit enhancements including guarantees from other group companies. The Board considered that no impairment was required during the period.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was 2 (2021 - 3).
4
Fixed asset investments
2022
2021
£
£
Shares in group undertakings and participating interests
1,435,183
1,435,183
5
Undertakings
The company has an equity interest in the following entity:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Lake Bridge International PLC
30 Holborn, Buchanan House, London, England, EC1N 2HS
Ordinary
1.90
-
LAKE FINCO II LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2022
- 5 -
6
Debtors
2022
2021
as restated
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
88,173,591
75,093,891
Amounts owed by group undertakings comprise loans of US$15,697,820 and US$84,878,417 plus accrued interest thereon. The loans are unsecured and repayable on demand. The interest rates for the loans are 5.2% and 4% respectively.
7
Creditors: amounts falling due within one year
2022
2021
as restated
£
£
Loans from group undertakings
9
77,806,549
65,458,390
Amounts owed to group undertakings
8,403,016
8,432,165
Trade creditors
2,574
3,074
Corporation tax
1,500
Accruals
7,480
8,450
86,221,119
73,902,079
8
Creditors: amounts falling due after more than one year
2022
2021
Notes
£
£
Loans from group undertakings
9
26,234,901
22,970,882
9
Loans and overdrafts
2022
2021
£
£
Loans from group undertakings
104,041,450
88,429,272
Payable within one year
77,806,549
65,458,390
Payable after one year
26,234,901
22,970,882
Loans from group undertakings comprise loans of $31,941,000 and $84,878,417 plus accrued interest thereon. The loan of $31,941,000 is repayable on 18 December 2024 has been guaranteed by Global University Systems Holding B.V. The loan of $84,878,417 is unsecured and repayable on demand. The interest rates for the loans are LIBOR plus 3.75% and 3.75% respectively.
LAKE FINCO II LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2022
- 6 -
10
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Joseph Brewer
Statutory Auditor:
Gravita Audit Limited
11
Financial commitments, guarantees and contingent liabilities
The Company, along with other group companies, is named as a guarantor in the senior facilities agreement for Markermeer Finance B.V., a company in the Global University Systems group. A fixed and floating charge has been issued in respect of certain of the Company's assets. The various loans which total approximately €1 billion are due for repayment in 2027 and the revolving credit facility of £120m is to be repaid in 2026. The Directors consider that no material exposure arises under the guarantee.
At the year end, and at the date of approval of these financial statements, an HMRC enquiry was ongoing in respect of the corporation tax returns for earlier periods for certain entities in the Global University Systems group. The conclusion of the enquiry may result in additional tax becoming payable, plus penalties and interest. The Directors consider the outcome, and the amount of additional tax potentially payable, to be uncertain.
12
Events after the reporting date
The directors are of the opinion that there were no significant adjusting or non-adjusting events occurring after the reporting date.
13
Parent company
The immediate parent undertaking is Global University Systems Holding B.V., a company incorporated in The Netherlands.
The ultimate controlling party is The Heritage Trust, registered in Guernsey.
The smallest and largest group into which the entity is consolidated is Global University Systems Holding B.V., a company registered in The Netherlands. The registered office is Passeerdersgracht 23, 1016 XG, Amsterdam, the Netherlands.
14
Prior period adjustment
The directors identified a balance of £1,449,434 that had been incorrectly reflected within debtors in the prior year's financial statement. A prior year restatement has been made to decrease both debtors and creditors by £1,449,434 at 31 July 2021. There is no impact on the profit or loss for the comparative year as a result of this adjustment.