Company registration number SC142420 (Scotland)
LIVINGSTON FOOTBALL CLUB LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
PAGES FOR FILING WITH REGISTRAR
LIVINGSTON FOOTBALL CLUB LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 10
LIVINGSTON FOOTBALL CLUB LIMITED
BALANCE SHEET
- 1 -
2022
2021
Notes
£
£
£
£
Fixed assets
Intangible assets
4
25,007
25,789
Tangible assets
5
166,799
43,979
191,806
69,768
Current assets
Stocks
600
600
Debtors
6
533,245
705,948
Cash at bank and in hand
1,705,149
2,602,788
2,238,994
3,309,336
Creditors: amounts falling due within one year
7
(813,893)
(905,719)
Net current assets
1,425,101
2,403,617
Total assets less current liabilities
1,616,907
2,473,385
Creditors: amounts falling due after more than one year
8
(2,122,130)
(2,206,422)
Provisions for liabilities
9
(38,992)
(7,693)
Net (liabilities)/assets
(544,215)
259,270
Capital and reserves
Called up share capital
10
1,928,046
1,881,012
Profit and loss reserves
(2,472,261)
(1,621,742)
Total equity
(544,215)
259,270
The directors of the company have elected not to include a copy of the profit and loss account 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 6 April 2023 and are signed on its behalf by:
R Wilson
J Ward
Director
Director
Company Registration No. SC142420
LIVINGSTON FOOTBALL CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
- 2 -
1
Accounting policies
Company information
Livingston Football Club Limited is a private company limited by shares incorporated in Scotland. The registered office is The Tony Macaroni Arena, Alderstone Road, Livingston, West Lothian, Scotland, EH54 7DN.
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.
Livingston Football Club Limited is a subsidiary company of Opcco6 Ltd, a company registered in Scotland, with their registered office being The Tony Macaroni Arena, Alderstone Road, Livingston, West Lothian, Scotland, EH54 7DN. Opcco6 Ltd is the ultimate controlling party.
1.2
Going concern
The results for the year to 30 June 2022 show a loss before taxation of £819,220 and a revised forecast for the year to 30 June 2023 indicates a further loss in the region of £400,000 . The revised forecast is based on a variety of assumptions regarding the Club’s league position for the 2022/23 season, which impacts income from both the SPFL and from match attendance.
The directors have also prepared projections for the year to 30 June 2024, covering the 2023/24 season, which show a breakeven position. The key assumptions are in relation to the Club’s league position for the 2023/24 season, which impacts income from both the SPFL and from match attendance; the need to raise funds from transfer income; and the need to control overheads including player salaries.
The balance sheet at 30 June 2022 shows net liabilities of £544,215, but also shows net current assets of £1,425,101. This is because of long term borrowings, the most significant being a long term loan from the Scottish Government of £1,783,000 which, following recent correspondence, is now repayable in annual instalments of £84,905 in September each year over a 21 year period, with the balance of the first years repayment due in September 2023 and then annually thereafter. The Club also has long term bank borrowings and other long term borrowings as discussed in the 'Creditors: amounts falling due after more than one year' and 'Events after the reporting date' notes to the financial statements.
Given the long term nature of the debt and the current projections, which will be monitored and updated on a regular basis, the directors are confident that the Club has sufficient funds to continue trading for a period of at least 12 months from the date of approval of these financial statements. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT.
LIVINGSTON FOOTBALL CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
1
Accounting policies
(Continued)
- 3 -
1.4
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
The costs associated with the acquisition of players are capitalised as intangible fixed assets. The amounts are then amortised over the period of the player's contract and the estimated residual values are assumed to be nil. The company assesses at each reporting date whether there are any indications of impairment.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Stamp duty on stadium lease
Over the term of the lease (being 50 years)
Player registrations
Over the term of the player's contract
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold improvements
10 years straight line
Plant and equipment
3 - 4 years straight line
Motor vehicles
4 years straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.6
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).
1.7
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and costs that have been incurred in bringing the stocks to their present location and condition.
1.8
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.
LIVINGSTON FOOTBALL CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
1
Accounting policies
(Continued)
- 4 -
1.9
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Debtors
Debtors with no stated interest rate or receivable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account.
Creditors
Creditors with no stated interest rate and payable within one year are recorded at transaction price.
All interest bearing loans and borrowings which are basic financial instruments are initially recorded at the present value of cash payable. After initial recognition they are measured at amortised cost.
1.10
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.
1.11
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
LIVINGSTON FOOTBALL CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
1
Accounting policies
(Continued)
- 5 -
1.12
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense.
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.
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.14
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease.
1.15
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Total
70
58
3
Other operating income
Other operating income includes government grant income received of £9,094 (2021: £165,491) in relation to the Coronavirus Job Retention Scheme, £25,000 (2021: £25,000) from the SPFL Trust and £20,000 (2021: £nil) from the SFA to support the cost of Covid-19, and £4,173 (2021: £22,667) in relation to Business Support and Job Creation Grants from West Lothian Council.
LIVINGSTON FOOTBALL CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
- 6 -
4
Intangible fixed assets
Stamp duty on stadium lease
£
Cost
At 1 July 2021 and 30 June 2022
39,084
Amortisation and impairment
At 1 July 2021
13,295
Amortisation charged for the year
782
At 30 June 2022
14,077
Carrying amount
At 30 June 2022
25,007
At 30 June 2021
25,789
Player registration costs included within intangible fixed assets amounted to £nil (2021: £nil).
5
Tangible fixed assets
Leasehold Improvements
Plant and equipment etc
Total
£
£
£
Cost
At 1 July 2021
11,950
365,250
377,200
Additions
81,794
70,888
152,682
At 30 June 2022
93,744
436,138
529,882
Depreciation and impairment
At 1 July 2021
697
332,524
333,221
Depreciation charged in the year
5,567
24,295
29,862
At 30 June 2022
6,264
356,819
363,083
Carrying amount
At 30 June 2022
87,480
79,319
166,799
At 30 June 2021
11,253
32,726
43,979
LIVINGSTON FOOTBALL CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
- 7 -
6
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
122,352
181,531
Other debtors
410,893
524,417
533,245
705,948
7
Creditors: amounts falling due within one year
2022
2021
£
£
Bank loans
10,000
10,000
Other loans
74,291
Trade creditors
142,358
121,849
Taxation and social security
169,445
266,482
Other creditors
71,658
118,691
Accruals and deferred income
346,141
388,697
813,893
905,719
Bank loans above represent an unsecured bank loan from The Bank of Scotland plc obtained through the Coronavirus Bounce Back Loan Scheme with a draw down date of 7 June 2020. The loan is repayable over six years with no repayments required in the first year, and carries a fixed interest rate of 2.5% per annum.
Other loans above represent an unsecured, interest free loan from the Scottish Government of £1,783,000. This is repayable over 21 years with repayments commencing from 1 September 2022. The Scottish Government Loan is subject to stringent conditions of use as set out in the loan agreement.
8
Creditors: amounts falling due after more than one year
2022
2021
Notes
£
£
Bank loans
29,167
39,168
Other loans
1,708,709
1,783,000
Other creditors
384,254
384,254
2,122,130
2,206,422
Bank loans above represent an unsecured bank loan from The Bank of Scotland plc obtained through the Coronavirus Bounce Back Loan Scheme with a draw down date of 7 June 2020. The loan is repayable over six years with no repayments required in the first year, and carries a fixed interest rate of 2.5% per annum.
Other creditors above include £254,220 (2021: £254,220) of interest free loans which are not repayable on demand. This is per the Court of Session Decree issued on 17 April 2015 which instructed all loans prior to September 2010 will only be repaid when the company is in a financially viable position to do so. During the previous year a loan balance of £215,367 was fully settled for a reduced amount of £185,000 following a negotiated settlement.
LIVINGSTON FOOTBALL CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
8
Creditors: amounts falling due after more than one year
(Continued)
- 8 -
Other loans above represent an unsecured, interest free loan from the Scottish Government of £1,783,000. This is repayable over 21 years with repayments commencing from 1 September 2022. The Scottish Government Loan is subject to stringent conditions of use as set out in the loan agreement.
Amounts included above which fall due after five years are as follows:
Payable by instalments
1,352,108
1,423,272
9
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2022
2021
Balances:
£
£
Fixed asset timing differences
38,992
7,693
2022
Movements in the year:
£
Liability at 1 July 2021
7,693
Charge to profit or loss
31,299
Liability at 30 June 2022
38,992
10
Called up share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1,928,046
1,881,012
1,928,046
1,881,012
During the year the company issued 46,884 ordinary shares of £1 at par value from the Operating Fund that was accumulated from supporters contributions during the Covid-19 period.
During the year the company issued 150 ordinary shares of £1 at par value.
During the previous financial year the company issued 30,174 ordinary shares of £1 to Livi For Life Supporters Trust. These shares were fully paid at par value in exchange for services received from Livi For Life members, the corresponding notional cost of which was included in cost of sales.
LIVINGSTON FOOTBALL CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
- 9 -
11
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.
Emphasis of matter - events after the reporting date
We draw attention to the 'Events after the reporting date' note to the financial statements, which describes an ongoing event after the reporting date. Our opinion is not modified in respect of this matter.
Senior Statutory Auditor:
Iain Binnie
Statutory Auditor:
Geoghegans
12
Operating lease commitments
At the reporting end date the company had outstanding commitments for future minimum lease payments:
2022
2021
£
£
Within one year
58,029
65,556
Between two and five years
204,778
212,407
In over five years
1,407,000
1,457,399
1,669,807
1,735,362
The lease commitment above which is payable in over five years relates solely to the stadium lease which expires in May 2055.
LIVINGSTON FOOTBALL CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
- 10 -
13
Events after the reporting date
The directors continue to be involved in a dispute with certain former investors. They have undertaken a detailed review of all balances due to these parties, together with any related share issues to clear these balances. This review has been undertaken in conjunction with professional advisers and the dispute is still ongoing at the date of signing these financial statements.
The dispute is about sums due in relation to “other reserves” of £583,260 included in the accounts for the year ended 30 June 2017. These “other reserves” were established following a Court of Session Decree issued on 17 April 2015. The principal was established that certain loans made by certain investors to the club prior to September 2013 were not repayable on demand, and should only be repaid when the company could afford to do so. The balance was treated as “other reserves” in the financial statements for the year ended 30 June 2017 as the balance was deemed to be non repayable loans and these amounts were expected to be converted to share capital.
Since that date, £500,000 of shares have been issued to Opcco 6 Limited from that reserve. The balance of £83,260 has been released back to non repayable loans.
The dispute is also about other long term debt, currently shown at £384,254 in other creditors, which again was established as deemed not to be repayable on demand following the above Decree.
The company has raised an action against one of the former investors for the recovery of money. An action has been raised by one of the former investors to recover money from the company, and the directors continue to vigorously defend that claim.
As a result of these cases the issue of the shares and the subsequent reallocation of the balance to clear the “other reserves” and the value included in creditors: amounts due within more than one year relating to repayable loans prior to September 2013 continues to be challenged.
The financial statements do not reflect any balance sheet reallocations that may be necessary once the cases have been settled.
14
Related party transactions
Included within other debtors is an interest free loan of £1,307 (2021: £141,214) made to a member of key management personnel. This balance has been fully repaid since the year end and up to the date of signing of these financial statements.
The directors are of the opinion that all other related party transactions are conducted under normal market conditions and on an arm's length basis and therefore do not need to be disclosed under FRS 102 section 1A appendix C.
2022-06-302021-07-01false06 April 2023CCH SoftwareCCH Accounts Production 2022.300No description of principal activityThis audit opinion is unqualifiedR WilsonJ WardSC1424202021-07-012022-06-30SC1424202022-06-30SC1424202020-07-012021-06-30SC142420core:DiscontinuedOperations2020-07-012021-06-30SC1424202021-06-30SC142420core:LandBuildings2022-06-30SC142420core:OtherPropertyPlantEquipment2022-06-30SC142420core:LandBuildings2021-06-30SC142420core:OtherPropertyPlantEquipment2021-06-30SC142420core:CurrentFinancialInstrumentscore:WithinOneYear2022-06-30SC142420core:CurrentFinancialInstrumentscore:WithinOneYear2021-06-30SC142420core:CurrentFinancialInstruments2022-06-30SC142420core:CurrentFinancialInstruments2021-06-30SC142420core:Non-currentFinancialInstruments2022-06-30SC142420core:Non-currentFinancialInstruments2021-06-30SC142420core:ShareCapital2022-06-30SC142420core:ShareCapital2021-06-30SC142420core:RetainedEarningsAccumulatedLosses2022-06-30SC142420core:RetainedEarningsAccumulatedLosses2021-06-30SC142420bus:Director12021-07-012022-06-30SC142420bus:Director22021-07-012022-06-30SC142420core:IntangibleAssetsOtherThanGoodwill2021-07-012022-06-30SC142420core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2021-07-012022-06-30SC142420core:Non-standardIntangibleAssetClass2ComponentIntangibleAssetsOtherThanGoodwill2021-07-012022-06-30SC142420core:LeaseholdImprovements2021-07-012022-06-30SC142420core:PlantMachinery2021-07-012022-06-30SC142420core:MotorVehicles2021-07-012022-06-30SC142420core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2021-06-30SC142420core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2022-06-30SC142420core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2021-06-30SC142420core:LandBuildings2021-06-30SC142420core:OtherPropertyPlantEquipment2021-06-30SC1424202021-06-30SC142420core:LandBuildings2021-07-012022-06-30SC142420core:OtherPropertyPlantEquipment2021-07-012022-06-30SC142420core:WithinOneYear2022-06-30SC142420core:WithinOneYear2021-06-30SC142420core:Non-currentFinancialInstruments12022-06-30SC142420core:Non-currentFinancialInstruments12021-06-30SC142420core:BetweenTwoFiveYears2022-06-30SC142420core:BetweenTwoFiveYears2021-06-30SC142420core:MoreThanFiveYears2022-06-30SC142420core:MoreThanFiveYears2021-06-30SC142420bus:PrivateLimitedCompanyLtd2021-07-012022-06-30SC142420bus:SmallCompaniesRegimeForAccounts2021-07-012022-06-30SC142420bus:FRS1022021-07-012022-06-30SC142420bus:Audited2021-07-012022-06-30SC142420bus:FullAccounts2021-07-012022-06-30xbrli:purexbrli:sharesiso4217:GBP