Company registration number:
1008689
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COMPANY INFORMATION
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CONTENTS
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STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2020
The principal activity of the Company is the manufacture of Spectroscopy accessories and sample preparation for the scientific instrument industry. The Company continued to follow its long-term strategy during 2019/20, supplying leading spectroscopy accessories to its world-wide customers, with exports contributing 95% to group sales in the year (93% FY19). The companies’ consistently strong performance in export was acknowledged in the prior year, when Specac won the Queen’s Award for International Trade.
During FY20 the business relocated to the new Science and Innovation Centre in Orpington, the move was highly successful and completed on time and within budget. In line with our plan there was a period of reduced manufacturing capacity immediately after the move, which was compensated for financially by a one off payment from our previous landlord. Both of these one off events are disclosed in the exceptional costs (note 11). There had been a proactive increase in stock levels during the previous year to ensure good customer availability through the move period and immediately afterwards, and this approach worked as planned in FY20. It was pleasing to report that we observed record levels of factory productivity towards the end of the year, which when coupled with our new enlarged and improved facility will see Specac set up for the next stage of growth. Sales were relatively static in FY20, this was due to several factors. During the prior year, Specac benefitted from customers pulling forward orders to avoid disruption from a Brexit deadline or the factory relocation in May’19, which supported the strong 18% prior year sales growth. Much of the growth of recent years has been achieved from the maturity of the Quest product range. This product family has been successfully redesigned for existing and new OEM customers. Additional new product development remains critical to Specac enjoying on-going sales growth, the business has continued to invest in R&D. We expect these product investments to translate into profitable future sales. Specac has cultivated a strong relationship with many companies and end users of our products around the world, and support this with a permanent presence in Europe, Asia and North America. Specac operates a consignment stock process with its biggest customer to facilitate product availability on high volume items. Over the last year we have been focused on implementing the operational and financial control improvements following a review period in 2019. The result of this end to end review was to crystalise some exceptional trading losses which hit the P&L in FY20, of these losses, £91K are believed to be exceptional and have been disclosed as such in note 11. The controls between both companies have improved considerably since September 2019 and we have greater control going forward. During FY20 the Board have reviewed Specac's objectives and placed a greater emphasis on the management of stock and debtor days, and the associated improvements in cash conversion. The operating cash flows have seen a significant improvement on the previous 3 years, in order to support this focus in future and ensure that Specac accounting policies are consistent and appropriate the Board has changed the policy on stock cost absorption. The new policy is to absorb the variable labour and material costs but no longer the more fixed indirect overheads such as the site costs. The change is fully explained in note 22 and this has crystalised a restatement of the FY19’s accounts which is provided as an appropriate P&L prior year comparison. Specac paused our headcount growth in FY20, as FY19’s headcount had been artificially increased ahead of turnover to achieve the extra stock build to see us through the factory move. Specac is committed to growing the business and will ensure that the Company continues to acquire the appropriate skills and resources to achieve this in a profitable manner. During FY20 we sold 1,098 products from our broad product range. This was fractionally down on the prior year. Turnover from NPD and Specials first sold in the last 12 months was 6% of turnover in FY20. The Company continued to perform strongly with its primary financial measures, achieving strong sales in FY20 and an EBITDA (£1.3M / 10.8% of sales). EBITDA was consistent year-on year after the higher rent and rates incurred from the new facility are considered.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
A major uncertainty for all global export businesses is specific country lockdowns and the economic fallout from the Covid-19 global pandemic. Specac started to experience a slow-down from this event in Jan’20 in China which impacted sales to Europe and rest of the world later in 2020 as the pandemic progressed globally. The impact on the Specac business has been adverse but limited, and we have utilised the government support package for a few limited months to cushion the business from the worst financial impacts. Departmental budgets were modified appropriately for FY21 to ensure Specac operates within its means and with appropriate cash headroom. Specac has also taken a robust approach to Health and Safety to ensure the site is Covid-19 secure through a variety of changes to ways of working.
A second important risk following the United Kingdom decision to leave the European Union in 2016, is the potential for short term supply chain disruption from new customs arrangements after the transition period ends in December 2020. Specac has taken proactive action to manage our supply chain disruption risks, and prepare customers for longer lead times in January, as well as the legal and administrative changes coming into effect in 2021. The companies’ strong brand and reputation with our customers ensure we are well positioned to meet the challenges resulting from BREXIT and any further economic changes driven by the global environment. The Company manages several business and operational risks which are typical for a Company of its size and sector. Control is enhanced through regular Board and Leadership meetings which discuss and manage these risks to minimise their likelihood or impact on the Company in so far is as possible. Insurance, Proforma invoices for new customers, Quality audits and Health and Safety reviews also play an appropriate role in mitigating these risks. The Company reviews its strategy on a regular basis in order to maximise its performance.
The directors regard the following measures as key performance indicators of Company performance.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
The company has continued to perform well in FY20 with the key performance indicators above meeting management expectations. The directors are satisfied with the performance of the company in the current year against these key performance indicators.
This report was approved by the board
and signed on its behalf.
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DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 MARCH 2020
The director presents his report and the financial statements for the year ended 31 March 2020.
The director is responsible for preparing the Strategic Report, the Director's Report and the
financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year
. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is 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 director is required to:
∙
select suitable accounting policies for the Company's financial statements 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.
The director is 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 to enable him to ensure that the financial statements comply with the Companies Act 2006. He is 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.
The profit for the year, after taxation, amounted to £
1,030,736
(2019 -
£
1,445,764
- restated
)
.
The director who served during the year was:
The Company has chosen in accordance with Section 414C(II) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 to set out within the Company’s Strategic Report, the information required by Schedule 7 of the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulation 2008. This include information that would have been included in the business review and details of the principal risks and uncertainties.
The
director at the time when this Director's Report is approved has confirmed that:
The auditor, Menzies LLP, will be proposed for reappointment in accordance with
section 485 of the Companies Act 2006.
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DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2020
This report was approved by the board and signed on its behalf.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SPECAC LIMITED
We have audited the financial statements of Specac Limited (the 'Company') for the year ended 31 March 2020, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity
and the related notes, 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).
In our opinion the financial statements:
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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.
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
∙
the director
's use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
∙
the director has not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the Company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.
The director is responsible for the other information. The other information comprises the information included in the Annual Report, other than the financial statements and our Auditor's Report thereon. 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.
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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SPECAC LIMITED (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙
the information given in the Strategic Report and the Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙
the Strategic Report and the Director's Report have been prepared in accordance with applicable legal requirements.
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 Director's Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
As explained more fully in the Director's Responsibilities Statement on page 4, the director is 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 director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the director is 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 director either intends to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities 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 Auditor's Report.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SPECAC LIMITED (CONTINUED)
This report is made solely to the Company's members
in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditor's Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants
Statutory Auditor
Lynton House
7-12 Tavistock Square
London
WC1H 9LT
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STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2020
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STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2020
The financial statements were approved and authorised for issue by the board and were signed on its behalf by
:
The notes on pages 12 to 24 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED
31 MARCH 2020
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
Specac Limited is a private limited company incorporated in England and Wales and domiciled in the United Kingdom. The address of its registered office and principal place of business are disclosed on the company information page. The principal activities of the company was the design and manufacture of accessories for the scientific instrumentation industry.
2.
Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in
the UK and the Republic of Ireland and the Companies Act 2006
.
The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. Its financial statements are consolidated into the financial statements of Specac International Limited which can be obtained from Companies House. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102:
(a) No cash flow statement has been presented for the company. (b) Disclosures in respect of financial instruments have not been presented. (c) No disclosure has been given for the aggregate remuneration of key management personnel.
The Company is a parent Company that is also a subsidiary included in the consolidated financial statements of its immediate parent undertaking established under the law of an EEA state and is therefore exempt from the requirement to prepare consolidated financial statements under
section 400 of the Companies Act 2006
.
Revenue from the sale of goods is recognised in accounting periods in which the risks and rewards of ownership have been transferred to the customer, which is usually when title passes on delivery.
Revenue is measured at the fair value of the consideration received, net of trade discounts and sales taxes.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
2.
Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of Comprehensive Income.
No borrowing costs are capitalised as part of property, plant and equipment.
Depreciation is not charged on assets under construction until these assets are in use. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.
Investments in subsidiaries are measured at cost less accumulated impairment.
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.
At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
2.
Accounting policies (continued)
Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to the Statement of Comprehensive Income at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Statement of Comprehensive Income in the same period as the related expenditure.
Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income
except when deferred in other comprehensive income as qualifying cash flow hedges.
Rentals paid under operating leases are charged to the Statement of Comprehensive Income on a straight line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
2.
Accounting policies (continued)
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.
Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to the Statement of Comprehensive Income in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the Statement of Financial Position date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties. When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position.
Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
Research and development expenditure is written off in the period in which it is incurred.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
The preparation of the financial statements requires management to make judgements, estimates and assumptions
that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Significant judgments The company uses judgement over the method and rates in which absorption costing on stock is applied. A rate is determined from specific costs applied over typical hours that have been worked. Key sources of estimation uncertainty Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are as follows: Management use estimation to calculate a provision on stock held by reviewing slower moving stock and providing for the stock over a certain criteria.
Analysis of turnover by country of destination:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
10.
Taxation (continued)
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
Page 20
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
Page 21
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
Share premium account
Profit and loss account
Following a review of the absorption costing on stock that is work in progress and finished goods, a change to types of items to be included was changed to be more appropriate. The impact on this was as follows:
Adjustments to the Statement of Comprehensive Income for the period ended 31 March 2019:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2020
Foresight VCT plc and Foresight 4 VCT plc collectively have a controlling stake in the parent, Specac International Limited. However they each have an independent Board of Directors who makes decisions about the Company independent of each other. The Foresight VCTs are managed by Foresight Group Cl Limited, an entity independent of each of the Foresight VCTs.
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