ZF Acquisitions Limited is a private company limited by shares incorporated in England and Wales. The registered office is 114 High Street, Witney, Oxon, OX28 6HT.
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 a mounts in these financial statements are rounded to the nearest £.
These financial statements for the year ended 30 June 2017 are the first financial statements of ZF Acquisitions Limited prepared in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland. The date of transition to FRS 102 was 1 July 2015. The reported financial position and financial performance for the previous period are not affected by the transition to FRS 102.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts , on the basis that the group of which this is the parent qualifies as a small group . The financial statements present information about the company as an individual entity and not about its group .
Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
Basic financial assets, which include debtors and loans to group companies , 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.
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, including creditors, bank loans, loans from fellow group companies and dissenter's funds , 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 paymen ts 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.
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
Details of the company's subsidiaries at 30 June 2017 are as follows:
It is the directors' best estimate that the sale of the internally generated intellectual property in ClearSpeed Technology Limited will far exceed the value of ZF Acquisitions Limited's investment in the company, and therefore the directors do not consider this asset to be impaired.
Other creditors falling due within one year are secured by personal guarantees from directors, Mr O Scott and Mr R B Farleigh.
Other creditors falling due after more than one year include loans of £200,000 (2016 - £200,000) from directors. There is no fixed date for repayment of these loans.
Share options and warrants
As at 30 June 2017, the company had 5,427,822 warrants in issue. The warrants entitle the holder to subscribe for 6 ordinary shares of £0.10 each for every £1 loaned to the company by the holder of the warrants. These warrants expire on 14 February 2018.
As at 30 June 2017, the company had in issue the following options through which holders of such options may acquire ordinary shares of £0.10 each:
No of options Exercise Price £ Period options exercisable
627,574 0.10 3 May 2012 to 2 May 2022
Share options and warrants vested unconditionally on grant. The directors consider the share options and warrants will be settled through the issue of the relevant equity. As permitted by FRS 102 section 1A paragraph 35.10, the directors have not recognised any accounting entries in relation to these options and warrants.