ACCOUNTS - Final Accounts


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d:ContractualUndiscountedValue 2021-03-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 03261510









Scapa UK Limited









Annual Report and Financial Statements

For the Period Ended 31 December 2021

 
Scapa UK Limited
 
 
Company Information


Directors
W Dickinson 
D Cullen (appointed 15 April 2021, resigned 31 March 2022)
O Zahn (resigned 15 April 2021)
T Peacock (appointed 31 March 2022)




Company secretary
D Surbey



Registered number
03261510



Registered office
997 Manchester Road
Ashton Under Lyne

Greater Manchester

OL7 0ED




Independent auditors
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors

Lancashire Gate

21 Tiviot Dale

Stockport

SK1 1TD





 
Scapa UK Limited
 

Contents



Page
Strategic Report
 
1 - 4
Directors' Report
 
5 - 6
Independent Auditors' Report
 
7 - 10
Statement of Comprehensive Income
 
11
Balance Sheet
 
12 - 13
Statement of Changes in Equity
 
14
Notes to the Financial Statements
 
15 - 41


 
Scapa UK Limited
 
 
Strategic Report
For the Period Ended 31 December 2021

Introduction
 
The Directors present the Strategic Report for the period ended 31 December 2021.
 

Business review
 

During the period, the entity was a subsidiary of Scapa Group Limited (formerly Scapa Group PLC). On the 15 April 2021 the Group was acquired by Schweitzer-Mauduit International Inc. (NYSE: SWM), a leading global materials company, with an acquisition of 100% of the share capital following a Board recommended Scheme of Arrangement. 
Following the acquisition by SWM Inc, the financial year end for Scapa UK Limited was changed to December (formerly March) to align with the ultimate parent company of SWM Inc, and as such these financial statements have been prepared on the basis of 9 months ending 31 December 2021.
The company continues to be managed at the Scapa Group Limited level.
The Company’s principal activity is the manufacture of adhesive foams and specialist tape into the industrial market.
Review of developments and performance during the year
The Company’s turnover for the 9 months ending 31 December 2021 was £19,106,000 (March 2021: £26,761,000) which is around 5% lower than the prior year on a 9 months run rate basis and is broadly a result of the phasing of the company’s activities.
The Company delivered an operating profit totaling £1,000 
(March 2021: £1,120,000 profit), with the reduction partly as a result of the fall in volume but the company was also impacted by price inflation for raw materials and the rising cost of utilities as a result of the macro-economy. 
These figures are seen as the key performance indicators of the business.
The Company operates a post retirement defined contribution scheme for qualifying employees and it also carries post-retirement benefit liabilities relating to defined benefit schemes that are now closed for new members and future accrual.  These pension schemes are disclosed in detail in note 28.
On behalf of the Company, the directors would like to thank all employees for their tremendous commitment, determination and dedication that enables the Company to maintain positive momentum.  
SWM Inc. has made a disclosure in accordance with the UK Modern Slavery Act 2015 which incorporates the requirements under the California Transparency in Supply Chains Act 2010.  This can be found on the SWM Inc. website at www.swmintl.com Modern Slavery Act.
Review of position at year end
As at 31 December 2021 the Company had net assets of £10,331,000 (March 2021: £7,939,000).
 
Page 1

 
Scapa UK Limited
 

Strategic Report (continued)
For the Period Ended 31 December 2021


Future developments
The Company strategy is to position itself to react quickly to change and take advantage of opportunities as they emerge to maximise profit margin and cash flow. 
The directors are confident the future prospects of the Company are positive and believe that the Company is well placed to meet challenging external economic conditions.  The management team continue to address the requirement to become ever more competitive and efficient whilst focusing on strong cash management, with inflationary pressures being addressed via price increases.

Environment, Health and Safety (EHS)
The Health and Safety of our employees continues to be the utmost priority for the business alongside the protection of the environment in which we work.
This philosophy extends to everyone who may be affected by our activities.
The company senior managers supported by the Group Head of EHS, ensure that adequate resources are available to successfully deploy and measure operational health, safety and environmental improvement plans.
EHS Programs and Performance

Implementation of a company wide enterprise EHS software solution for EHS incident management.
Targeted risk assessment programme employing a dedicated risk manager.
Implementation of environmental software solution for management and tracking of emissions data.
Contribution of emissions data to the Group wide CDP (Carbon Disclosure) report.
Implementation of the Global Safety Management System
Deployment of the Group safety culture survey with over 80% participation at a site level. 
Certification to ISO 140001.  2 audits completed without any major non-conformances.

What has the Group done on reducing Green House Gases emissions to date:

There is an active Climate Change Agreement in place which sets defined sector reduction targets.
Tracking of energy, waste and water usage as a KPI for the business and a site specific reduction target.
Large scale project to replace lighting for new LED fittings.  
Introduction of a procurement policy to only purchase energy efficient equipment.
Investment in sub metering to gain a better understanding of energy usage.
Targeted projects including scaled back usage of energy intense equipment on site (example; variable operation of the reduced thermal oxidiser in line with emissions risks).

The Group continues to assess opportunities to further reduce Green House Gases.
 

Page 2

 
Scapa UK Limited
 

Strategic Report (continued)
For the Period Ended 31 December 2021

Principal risks and uncertainties
 
The Company is a wholly owned subsidiary of Schweitzer-Mauduit International Inc. (NYSE: SWM). The directors of SWM International Inc manage the Group's risks at a Group level, rather than at an individual subsidiary level. The principal risks and uncertainties of SWM International Inc. which include those of the Company, are discussed in the business review in the Group’s annual report which does not form part of this report. 
The key risks for the Company are:
Economic and political risk:
The Company’s activities expose it to political and economic uncertainty, e.g. Covid and trade relations, which affects market and financial stability. This is managed by regular risk assessments completed on macro-economic impact on key business areas, e.g. Supply Chain, Tax and People. Authorised Economic Operator status in place for key freight providers and the implementation of a regional alternative dual-sourcing strategy for key suppliers. 
Foreign exchange risk:
The Company’s activities expose it primarily to the financial risks of changes in foreign currency exchanges rates.  The net exposure is reduced as some sales and purchasing transactions are in foreign currency where appropriate.
Credit risk:
The Company’s principal financial assets are bank balances and trade and other receivables.  The Company’s credit risk is primarily attributable to its trade receivables.  The amounts presented in the balance sheets are net of allowances for doubtful receivables.  The Company has no significant concentration of credit risk with exposure spread over a number of counterparties and perform regular credit checks and monitoring on all significant customers.
Pension risk:
The Company operates a number of pension schemes which include a defined benefit scheme. The pension funds’ liabilities are partially matched with a portfolio of assets, which leaves potential risk around the amount of the liabilities as a result of changes in life expectancy, inflation, future salary increases, risks regarding the value of investments, the returns derived from such investments and the Pension Protection Fund levy.  In addition, actions by the Pension Regulators or the Trustees and/or any material revisions to the existing pension legislation could require increased contributions by the Company to the pension funds. 
The pension trustees, in consultation with the Company, regularly review the scheme’s investments strategy to mitigate the volatility of liabilities and to diversify investment risk and the Company takes professional advice regarding options to manage potential volatility.  The asset back arrangement entered into provides certainty over contribution levels for a twenty-five-year period.
Loss of major customer:
The Company operates in a competitive market which is a continuing risk to the Company and could result in the loss of sales to its competitors.  The Company manages this risk by providing a high standard of service to its customers, responding quickly to customers’ requirements and maintaining strong relationships with them. 
Raw material pricing:
The risk of increasing raw material prices and commodity market rises are a continuing risk to the Company and could impact on gross margins in the future.  The Company seeks to minimise the impact of increasing prices by utilising the Group’s global supply chain function and using multi sourcing arrangements for its key materials.
Liquidity risk
In order to maintain liquidity and to ensure that sufficient funds are available for ongoing operations and future developments, the Company reviews its cash flow requirements on an on-going basis. Use of inter group borrowings is available as necessary. 
 
Page 3

 
Scapa UK Limited
 

Strategic Report (continued)
For the Period Ended 31 December 2021


Financial risk
The Company is exposed to various financial risks, e.g. foreign exchange risk and interest rate risk. Foreign exchange risk arises primarily from recognised assets and liabilities. The directors consider that there is currently no necessity for a strategy to mitigate this, as the numbers are not material to the business. As part of the wider Group, the Company has access to financial support from SWM Intl, reducing any exposure to liquidity and interest rate risk.

Financial key performance indicators
 
The company's financial key performance indicators have been discussed above in the review of developments and performance during the year section.

Other key performance indicators
 
No non-financial KPIs have been presented as there are none monitored at the Scapa UK Limited level. Non-financial KPIs are only monitored on a Group basis.


This report was approved by the board and signed on its behalf.



W Dickinson
Director

Date: 19 December 2022

Page 4

 
Scapa UK Limited
 
 
 
Directors' Report
For the Period Ended 31 December 2021

The directors present their report and the financial statements for the period ended 31 December 2021.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have 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 101 ‘Reduced Disclosure Framework’. Under company law the directors must not approve the financial statements unless they are 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 directors are required to:


select suitable accounting policies 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 directors are 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 them to ensure that the financial statements comply with the Companies Act 2006They are 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.

Results and dividends

The profit for the period, after taxation, amounted to £2,348k (March 2021 - loss £114k).

The directors do not recommend the payment of a dividend. (March 2021: £nil)

Directors

The directors who served during the period were:

W Dickinson 
D Cullen (appointed 15 April 2021, resigned 31 March 2022)
O Zahn (resigned 15 April 2021)

Future developments

Please see the paragraph included in the Strategic Report.

Page 5

 
Scapa UK Limited
 
 
 
Directors' Report (continued)
For the Period Ended 31 December 2021

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

On March 28, 2022, Schweitzer-Mauduit International Inc. entered into an Agreement and Plan of Merger to combine with Neenah, Inc. ("Neenah") to form Mativ Holdings Inc., a speciality materials company incorporated in Delaware, in an all-stock merger of equals (the "Merger Agreement"), to create a global leader in speciality materials, accelerate growth and innovation, as well as achieve cost synergies. The Merger was approved by the shareholders of both Schweitzer-Mauduit International Inc. and Neenah on June 29, 2022 and was consummated on July 6, 2022. Under the terms of the Merger Agreement, which was unanimously approved by the board of directors of both companies, Neenah merged into a directly owned subsidiary of Schweitzer-Mauduit International Inc., with Neenah surviving the Merger as a direct, wholly-owned subsidiary of Mativ Holdings Inc.
Following the Merger, the Group became aware of a cyber-attack against certain systems within the Group’s network environment. The attack temporarily affected operations and caused delays in execution of sales transactions at some locations. In addition, the Group incurred financial costs to investigate and remediate the incident, some of which are expected to be mitigated by insurance. During the incident, the attackers accessed and exfiltrated Group data, including some personally identifying information of certain Group employees. The Group believes it has contained the incident, which only affected certain systems, and it has restored operations and notified affected individuals. The Group has put in place remediation measures designed to help prevent future similar attacks, and has proactively undertaken to implement certain other enhancements to its security system.

Auditors

The auditorsHurst Accountants Limitedwere appointed in the period and will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





W Dickinson
Director

Date: 19 December 2022

Page 6

 
Scapa UK Limited
 
 
 
Independent Auditors' Report to the Members of Scapa UK Limited
 

Opinion


We have audited the financial statements of Scapa UK Limited (the 'Company') for the period ended 31 December 2021, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 December 2021 and of its loss for the period then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


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 Auditors' 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.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Other information


The other information comprises the information included in the Annual Report other than the financial statements and  our Auditors' Report thereon.  The directors are responsible for the other information contained within the Annual Report.  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. 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 course of 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 this gives rise to a material misstatement in the financial statements themselves.  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.


Page 7

 
Scapa UK Limited
 
 
 
Independent Auditors' Report to the Members of Scapa UK Limited (continued)


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Strategic Report and the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

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 Directors' 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:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 5, the directors are 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 directors determine 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 directors are 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 directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.


Page 8

 
Scapa UK Limited
 
 
 
Independent Auditors' Report to the Members of Scapa UK Limited (continued)


Auditors' responsibilities for the audit of the financial statements
 

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 Auditors' 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.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Identifying and assessing potential risks related to irregularities
In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

The nature of the industry and sector in which the company operates; the control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets.
The outcome of enquiries of local management and parent company management, including whether management was aware of any instances of non-compliance with laws and regulations, and whether management had knowledge of any actual, suspected, or alleged fraud. 
Supporting documentation relating to the Company's policies and procedures for:
    - Identifying, evaluating, and complying with laws and regulations
    - Detecting and responding to the risks of fraud
The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.
The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.
The legal and regulatory framework in which the Company operates, particularly those laws and regulations which have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or which had a fundamental effect on the operations of the Company, including General Data Protection requirements, and Anti-bribery and Corruption.

Audit response to risks identified
Our procedures to respond to the risks identified included the following:

Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the provisions of those relevant laws and regulations which have a direct effect on the financial statements.
Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud.
Evaluation and testing of the operating effectiveness of management’s controls designed to prevent and detect irregularities.
Enquiring of management about any actual and potential litigation and claims.
Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatement due to fraud.
Page 9

 
Scapa UK Limited
 
 
 
Independent Auditors' Report to the Members of Scapa UK Limited (continued)


We have also considered the risk of fraud through management override of controls by:

Testing the appropriateness of journal entries and other adjustments. We have used data analytics software to identify accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error.
Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and
Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of them.  Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.


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 Auditors' Report.


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our 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 Auditors' 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, as a body, for our audit work, for this report, or for the opinions we have formed.





Helen Besant Roberts (Senior Statutory Auditor)
for and on behalf of
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors
Lancashire Gate
21 Tiviot Dale
Stockport
SK1 1TD

20 December 2022
Page 10

 
Scapa UK Limited
 
 
Statement of Comprehensive Income
For the Period Ended 31 December 2021

9 month period ended
31 December
Year ended
31 March
2021
2021
Note
£000
£000

  

Turnover
 4 
19,106
26,761

Cost of sales
  
(16,634)
(23,424)

Gross profit
  
2,472
3,337

Distribution costs
  
(610)
(870)

Administrative expenses
  
(1,787)
(876)

Exceptional administrative expenses
 13 
(74)
(646)

Other operating income
 5 
-
175

Operating profit
 6 
1
1,120

Interest receivable and similar income
 9 
355
480

Interest payable and similar expenses
 10 
(1,600)
(2,167)

Other finance income
 11 
33
52

Loss before tax
  
(1,211)
(515)

Tax on loss
 12 
3,559
401

Profit/(loss) for the financial period
  
2,348
(114)

Other comprehensive income:
  

Items that will not be reclassified to profit or loss:
  

Actuarial gain on defined benefit schemes
 28 
2,384
618

Pension surplus not recognised
 28 
(2,384)
(618)

  
-
-

  

Total comprehensive income for the period/year
  
2,348
(114)

The notes on pages 15 to 41 form part of these financial statements.

Page 11

 
Scapa UK Limited
Registered number: 03261510

Balance Sheet
As at 31 December 2021

31 December
31 March
2021
2021
Note
£000
£000

Fixed assets
  

Tangible assets
 15 
1,822
2,455

Investments
 16 
20,001
20,001

  
21,823
22,456

Current assets
  

Stocks
 17 
2,638
2,381

Debtors: amounts falling due after more than one year
 18 
26,228
24,083

Debtors: amounts falling due within one year
 18 
3,720
3,972

Cash at bank and in hand
 19 
716
493

  
33,302
30,929

Creditors: amounts falling due within one year
 20 
(5,642)
(6,218)

Net current assets
  
 
 
27,660
 
 
24,711

Total assets less current liabilities
  
49,483
47,167

Creditors: amounts falling due after more than one year
 21 
(38,000)
(38,015)

  
11,483
9,152

Provisions for liabilities
  

Other provisions
 24 
(1,152)
(1,213)

Net assets excluding pension liability/asset
  
10,331
7,939

Pension liability
 28 
-
-

Net assets
  
10,331
7,939


Capital and reserves
  

Called up share capital 
 25 
-
-

Profit and loss account
 26 
10,331
7,939

  
10,331
7,939


Page 12

 
Scapa UK Limited
Registered number: 03261510
    
Balance Sheet (continued)
As at 31 December 2021

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




W Dickinson
Director

Date: 19 December 2022

The notes on pages 15 to 41 form part of these financial statements.

Page 13

 
Scapa UK Limited
 

Statement of Changes in Equity
For the Period Ended 31 December 2021


Called up share capital
Profit and loss account
Total equity

£000
£000
£000


At 1 April 2020
-
7,951
7,951


Comprehensive income for the year

Loss for the year
-
(114)
(114)

Interest on defined benefit scheme
-
(52)
(52)


Other comprehensive income for the year
-
(52)
(52)


Total comprehensive income for the year
-
(166)
(166)

Share options charge
-
154
154


Total transactions with owners
-
154
154



At 1 April 2021
-
7,939
7,939


Comprehensive income for the period

Profit for the period
-
2,348
2,348

Interest on defined benefit scheme
-
(33)
(33)


Other comprehensive income for the period
-
(33)
(33)


Total comprehensive income for the period
-
2,315
2,315

Share options charge
-
77
77


Total transactions with owners
-
77
77


At 31 December 2021
-
10,331
10,331


The notes on pages 15 to 41 form part of these financial statements.

Page 14

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

1.


General information

Scapa UK Limited is a private company limited by share capital incorporated in England, number 03261510. The address of the registered office and principal place of business is 997 Manchester Road, Ashton Under Lyne, Manchester, OL7 0ED.
The nature of the company's operation and its principal activity is the manufacture of adhesive foams and specialist tape into the industrial market.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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 101 'Reduced Disclosure Framework'  and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The financial statements for the period ended 31 December 2021 are for a 9 month period. The period end changed from 31 March to 31 December to align with the ultimate parent company. Therefore, the comparative amounts are not entirely comparable. 

The following principal accounting policies have been applied:

 
2.2

Financial reporting standard 101 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions under FRS 101:
the requirements of IFRS 7 Financial Instruments: Disclosures
the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of:
 - paragraph 79(a)(iv) of IAS 1;
 - paragraph 73(e) of IAS 16 Property, Plant and Equipment;
the requirements of IAS 7 Statement of Cash Flows
the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member

Page 15

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

2.Accounting policies (continued)

 
2.3

Foreign currency translation

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 profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised on the satisfaction of performance obligations, such as the transfer of a promised good, identified in the contract between the Company and the customer.

Revenue from the sale of goods is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is probably that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably. This is usually upon despatch of goods.

 
2.5

Leases

The Company as a lessee

The Company assesses whether a contract is or contains a lease, at inception of a contract. The Company recognises a right-of-use asset and a corresponding lease liability with respect to all lease agreements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date. This is discounted by an externally assessed incremental borrowing rate that reflects the individual lease characteristics, the currency and jurisdiction in which the lease is made and the term of the arrangement.


 
Page 16

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

2.Accounting policies (continued)


2.5
Leases (continued)


Lease payments included in the measurement of the lease liability comprise:

fixed lease payments (including in-substance fixed payments), less any lease incentives;


The lease liability is included in 'Creditors' on the Balance Sheet.

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.

The Company did not make any such adjustments during the periods presented.

The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Company expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.

The right-of-use assets are included in the 'Tangible Fixed Assets' line, in the Balance Sheet.

The Company applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in note 2.14.

As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Company has used this practical expedient.

 
2.6

Research and development

Expenditure incurred on the development of new projects and the cost of normal research work is charged against the profits of the year in which such expenditure or cost is incurred. Plant and equipment acquired for this purpose is included in fixed assets and written off over its useful expected life.

 
2.7

Government grants

Government grants are not recognised until there is reasonable assurance that the group will comply with the conditions attaching to them and that the grants will be received. Government grants are recognised as other income in the income statement on a systematic basis over the periods in which the related costs for which the periods in which the related costs for which the grants are intended to compensate are recognised. 

 
2.8

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 17

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

2.Accounting policies (continued)

 
2.9

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.10

Borrowing costs

All borrowing costs are recognised in profit or loss in the period in which they are incurred.

 
2.11

Pensions

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 profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

Defined benefit pension plan

The Company operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan.

The liability recognised in the Balance Sheet in respect of the defined benefit plan is the present value of the defined benefit obligation at the end of the balance sheet date less the fair value of plan assets at the balance sheet date (if any) out of which the obligations are to be settled.

The defined benefit obligation is calculated using the projected unit credit method. Annually the company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating to the estimated period of the future payments ('discount rate').

The fair value of plan assets is measured in accordance with the FRS 102 fair value hierarchy and in accordance with the Company's policy for similarly held assets. This includes the use of appropriate valuation techniques.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'.

The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises:

a) the increase in net pension benefit liability arising from employee service during the period; and

b) the cost of plan introductions, benefit changes, curtailments and settlements.


 
Page 18

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

2.Accounting policies (continued)


2.11
Pensions (continued)

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as a 'finance expense'.

 
2.12

Current and deferred taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.13

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

 
2.14

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 19

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

2.Accounting policies (continued)


2.14
Tangible fixed assets (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:

Short-term leasehold property
-
Over primary period of lease
Plant and machinery
-
Between 5 and 20 years
Computer equipment
-
Between 3 and 8 years

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 profit or loss.

 
2.15

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.16

Stocks

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 weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet 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.

 
2.17

Debtors

Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.18

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.19

Creditors

Creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.

Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

Page 20

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

2.Accounting policies (continued)

 
2.20

Provisions for liabilities

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 profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the Balance Sheet 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 Balance Sheet.

 
2.21

Financial instruments

The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The Company's accounting policies in respect of financial instruments transactions are explained below:

Financial assets and financial liabilities are initially measured at fair value. 

Financial assets

All recognised financial assets are subsequently measured in their entirety at either fair value or amortised cost, depending on the classification of the financial assets.

Fair value through profit or loss

All of the Company's financial assets are subsequently measured at fair value at the end of each reporting period, with any fair value gains or losses being recognised in profit or loss to the extent they are not part of a designated hedging relationship. The net gain or loss recognised in profit or loss includes any dividend or interest earned on the financial asset. 

Impairment of financial assets

The Company always recognises lifetime ECL for trade receivables and amounts due on contracts with customers. The expected credit losses on these financial assets are estimated based on the Company's historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument.
 
Page 21

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

2.Accounting policies (continued)


2.21
Financial instruments (continued)


Financial liabilities

Fair value through profit or loss

Financial liabilities are classified as at fair value through profit or loss, when the financial liability is held for trading, or is designated as at fair value through profit or loss. This designation may be made if such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise, or the financial liability forms part of a group of financial instruments which is managed and its performance is evaluated on a fair value basis, or the financial liability forms part of a contract containing one or more embedded derivatives, and IFRS 9 permits the entire combined contract to be designated as at fair value through profit or loss. Any gains or losses arising on changes in fair value are recognised in profit or loss to the extent that they are not part of a designated hedging relationship.

At amortised cost

Financial liabilities which are neither contingent consideration of an acquirer in a business combination, held for trading, nor designated as at fair value through profit or loss are subsequently measured at amortised cost using the effective interest method. This is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or where appropriate a shorter period, to the amortised cost of a financial liability.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgements and estimates that effect amounts recognised for assets and liabilities at the reporting date and the amount of revenue and expenses incurred during the reporting period. Actual outcomes may differ from these judgements, estimates and assumptions. The judgements, estimates and assumptions that have the most significant effect on the carrying value of the assets and liabilities of the Company as at 31 December 2021 are as follows:
 
Critical judgements in applying the Company's accounting policies
In process of applying the Company's accounting policies, which are described above, the directors have made the following judgement that has the most significant effect on the amounts recognised in the financial statements (apart from those involving estimations, which are dealt with below) and has been particularly complex or involving subjective assessments:
The Pension scheme, when measured under IAS 19, resulted in a surplus of £4.4m and the recognition of this surplus was assessed in-line with IFRIC 14. This states that the pension surplus can be recognised in the accounts if the Company can demonstrate an unconditional right to a refund in the circumstances specified in IFRIC 14. As the Company cannot demonstrate an unconditional right to a refund, no surplus has been recognised for the defined benefit scheme in the Company accounts. 
 
Page 22

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

3.Judgements in applying accounting policies (continued)

Key sources of estimation uncertainty
Defined benefit pension scheme
Accounting for retirement benefit schemes under IAS 19 (revised) requires an assessment of the future benefits payable in accordance with the actuarial assumptions. The future assumptions in relation to the discount rate applied in the calculation of scheme liabilities which are set out in note 28, represent a key source of uncertainty for the Company. The Company also applies sensitivities to these assumptions to assess the financial impact; these sensitivities are set out in note 28.


4.


Turnover

An analysis of turnover by class of business is as follows:


9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000

External
10,048
15,969

Intercompany
9,058
10,792

19,106
26,761


Analysis of turnover by destination:

9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000

United Kingdom
5,252
6,170

Rest of Europe
10,891
18,198

Rest of the world
2,963
2,393

19,106
26,761


Page 23

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

5.


Other operating income

9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000

Government grants receivable
-
175


Government grants receivable relate to Coronavirus Job Retention Scheme grants received in the year to March 2021.


6.


Operating profit

The operating profit is stated after charging:

9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000

Research & development charged as an expense
-
125

Depreciation of tangible fixed assets
261
351

Depreciation of right of use assets
491
679

Exchange differences
38
116

Defined contribution pension cost
194
254

Cost of inventories recognised as an expense
16,841
23,266


7.


Auditors' remuneration

9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000


Fees payable to the Company's auditor and its associates for the audit of the Company's annual financial statements
33
71




The Company has taken advantage of the exemption not to disclose amounts paid for non audit services as these are disclosed in the group accounts of the parent Company.

Page 24

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

8.


Employees

Staff costs were as follows:


9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000

Wages and salaries
3,697
4,783

Social security costs
365
440

Cost of defined contribution scheme
194
254

4,256
5,477


Directors’ remuneration 
In the current period all directors were remunerated through another Group company and their costs were not recharged as no practical allocation could be made. Details of Group directors’ remuneration is disclosed in the accounts of Scapa Group Limited.

The average monthly number of employees, including the directors, during the period was as follows:


9 month period ended
     31 December
       Year ended
        31 March
        2021
        2021
            No.
            No.







Office and management
44
38



Research and development
3
2



Operations
107
100

154
140


9.


Interest receivable

9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000


Interest receivable from group companies
355
480

Page 25

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

10.


Interest payable and similar expenses

9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000


Other loan interest payable
18
49

Loans from group undertakings
1,582
2,118

1,600
2,167


11.


Other finance costs

9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000

Interest income on pension scheme assets
719
1,032

Net interest on net defined benefit liability
(686)
(980)

33
52



12.


Taxation


9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000

Corporation tax


Current tax on profits for the year
(104)
(539)


Total current tax
(104)
(539)

Deferred tax


Origination and reversal of timing differences
(2,248)
138

Changes to tax rates
(1,207)
-


Taxation on loss on ordinary activities
(3,559)
(401)
Page 26

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021
 
12.Taxation (continued)


Factors affecting tax charge for the period/year

The tax assessed for the period/year is lower than (2021 - lower than) the standard rate of corporation tax in the UK of 19% (2021 - 19%). The differences are explained below:

9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000


Loss on ordinary activities before tax
(1,211)
(515)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
(230)
(98)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
(2,671)
17

Adjustments to tax charge in respect of prior periods
-
(238)

Deferred tax previously unrecognised
(658)
(82)

Total tax charge for the period/year
(3,559)
(401)


Factors that may affect future tax charges

Corporation tax main rates are due to increase to 25% in the tax year commencing 1 April 2023 for companies whose profits exceed £250k. A tapered rate will be introduced for profits above £50k up to the £250k limit.

Page 27

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

13.


Exceptional items

9 month period ended
31 December
Year ended
31 March
2021
2021
£000
£000


Dunstable Site closure and reorganisation costs
-
742

Potential HSE penalty
-
(165)

Ramsbury Site closure and reorganisation costs
-
21

Share options true up
74
48

74
646

The Dunstable and Luton manufacturing facility in the UK entered a formal closure consultation process following the initial closure announcement in September 2018 and the closure was confirmed in October 2018 following the consultation period. During FY19 the operation excellence team carried out a full cost assessment for the closures of the sites and transfer of the appropriate assets totaling £8.7m. During the period to December 2021 costs totaling £nil (March 2021: £742k) relating to the closure of Dunstable site were expensed.
The Company was charged under Section 2(1) of the Health and Safety at Work Act 1974. A guilty plea was entered into at Luton Magistrates’ Court in respect of this offence and the financial penalty of £135k in relation to this offence was determined in August 2020; the company previously overprovided for this cost at £300K.
The Ramsbury manufacturing facility, a Healthcare site in the UK, entered a formal closure consultation process following the initial closure announcement in November 2019, and the closure was confirmed in February 2020 following the consultation period. During the year to March 2021, there were staff costs of £21k to Scapa UK Limited relating to the planned closure. The decision to close the Ramsbury site has since been reversed. 
During the period, the company incurred share options true up charges of £74k
 (March 2021: £48k).

Page 28

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

14.


Intangible assets






Computer software

£000



Cost


Transfer from tangible fixed assets
4



At 31 December 2021

4


Transfer amortisation from tangible fixed assets
4



At 31 December 2021

4



Net book value



At 31 December 2021
-



At 31 March 2021
-




Page 29

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

15.


Tangible fixed assets







Short-term leasehold property
Plant, Fixtures, Computer systems and software
Motor vehicles
Assets under construction
Total

£000
£000
£000
£000
£000



Cost or valuation


At 1 April 2021
3,369
13,392
23
95
16,879


Additions
-
45
-
76
121


Disposals
(507)
(15)
(23)
-
(545)


Transfers between classes
-
65
-
(69)
(4)



At 31 December 2021

2,862
13,487
-
102
16,451



Depreciation


At 1 April 2021
2,631
11,785
22
(16)
14,422


Charge for the period on owned assets
-
261
-
-
261


Charge for the period on right-of-use assets
411
82
1
-
494


Disposals
(507)
(14)
(23)
-
(544)


Transfer depreciation to intangible assets
-
(4)
-
-
(4)



At 31 December 2021

2,535
12,110
-
(16)
14,629



Net book value



At 31 December 2021
327
1,377
-
118
1,822



At 31 March 2021
737
1,607
1
110
2,455


The net book value of owned and leased assets included as "Tangible fixed assets" in the Balance Sheet is as follows:

31 December
31 March
2021
2021
£000
£000


Tangible fixed assets owned
1,407
1,547

Right-of-use tangible fixed assets
415
908

1,822
2,455

Page 30

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

           15.Tangible fixed assets (continued)

Information about right-of-use assets is summarised below:

Net book value

31 December
31 March
2021
2021
£000
£000

Short-term leasehold property
328
737

Plant, Fixtures, Computer systems and software
87
170

Motor vehicles
-
1

415
908

Depreciation charge for the period ended

31 December
31 March
2021
2021
£000
£000

Short-term leasehold property
411
545

Plant, Fixtures, Computer systems and software
82
123

Motor vehicles
1
11

494
679


16.


Fixed asset investments








Investments in subsidiary companies

£000



Cost or valuation


At 1 April 2021
20,001



At 31 December 2021
20,001




Scapa UK has invested in a Scottish Limited Partnership (SLP) called Scapa Limited Partnership, registered address 13 Queen’s Road, Aberdeen, AB15 4YL. This investment makes Scapa UK Limited, the limited partner of the SLP and additionally gives Scapa UK Limited the capital rights to all partnership assets after a set order of income distributions. The investment in the SLP is held as a fixed asset investment and is carried at cost less impairment. 


Page 31

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

17.


Stocks

31 December
31 March
2021
2021
£000
£000

Raw materials and consumables
1,421
1,360

Work in progress
346
279

Finished goods and goods for resale
871
742

2,638
2,381




18.


Debtors

31 December
31 March
2021
2021
£000
£000

Due after more than one year

Amounts owed by group undertakings
21,228
22,538

Deferred tax asset
5,000
1,545

26,228
24,083


Amounts owed by group undertakings constitute loans which have terms of more than one year, are unsecured, and carry interest of 3%, maturing in 2024 and 0% maturing in 2024. At 31 March 2021 interest rates for Group loan debtors was 2.29%.

31 December
31 March
2021
2021
£000
£000

Due within one year

Trade debtors
2,043
2,684

Amounts owed by group undertakings
917
854

Other debtors
398
314

Prepayments and accrued income
362
120

3,720
3,972


Amounts owed by group undertakings due within one year are interest free and unsecured.
The company incurred bad debt charges of £nil 
(March 2021: Credit £6k) for the period.

Page 32

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

19.


Cash and cash equivalents

31 December
31 March
2021
2021
£000
£000

Cash at bank and in hand
716
493



20.


Creditors: Amounts falling due within one year

31 December
31 March
2021
2021
£000
£000

Trade creditors
  
3,668
4,715

Amounts owed to group undertakings
  
178
293

Other taxation and social security
  
-
9

Lease liabilities
 22 
191
729

Other creditors
  
78
98

Accruals and deferred income
  
1,527
374

  
5,642
6,218


Amounts owed to group undertakings due within one year are interest free and unsecured.


21.


Creditors: Amounts falling due after more than one year

31 December
31 March
2021
2021
£000
£000

Lease liabilities
 22 
65
80

Amounts owed to group undertakings
  
37,935
37,935

  
38,000
38,015


Amounts owed to group undertakings constitute loans which have terms of more than one year are unsecured and carry interest at a variable rate between 2.26% and 4.83%. The loan is due to mature in 2038.

Page 33

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

22.

Leases

Company as a lessee

The Company leases land, buildings, vehicles, and equipment under non-cancelable lease agreements. The leases have varying terms, including escalation clauses, renewal rights and purchase options. None of these terms represents unusual arrangements or create material onerous or beneficial rights of obligations. Information about leases for which the Company is a lessee is presented below. 

Lease liabilities are due as follows:


31 December 2021
31 March
 2021
£000
£000

Not later than one year
191
729

Between one year and five years
65
79

Later than five years
-
1

256
809


Contractual undiscounted cash flows are due as follows:


31 December 2021
31 March
 2021
£000
£000

Not later than one year
306
763

Between one year and five years
64
184

Later than five years
-
4

370
951




The following amounts in respect of leases, where the Company is a lessee, have been recognised in profit or loss:


31 December 2021
31 March
 2021
£000
£000

Expenses relating to short-term and low-value leases
-
15

Depreciation expense
456
679

Interest on lease liabilities
18
49

Page 34

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

23.


Deferred taxation






2021


£000






At beginning of year
1,545


Charged to profit or loss
3,455



At end of year
5,000

The deferred tax asset is made up as follows:

31 December
31 March
2021
2021
£000
£000


Accelerated capital allowances
2,712
-

Tax losses carried forward
2,288
1,545

5,000
1,545


24.


Provisions






Re-organisation
and leasehold commitments

£000





At 1 April 2021
1,213


Utilised in period
(61)



At 31 December 2021
1,152

The £1.2m (March 2021: £1.2m) reorganisation and leasehold commitments provision relates to the dilapidations for leasehold property of £1.1m (March 2021: £1.1m), and the closure of Dunstable £35k (March 2021: £96k).
The Company leases a site in Ashton where it is required to complete dilapidations and reinstatement work before the end of the tenancy. The amount shown above represents the Company's best estimate of the expectation arising from the reinstatement of the Ashton property.

Page 35

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

25.


Share capital

31 December
31 March
2021
2021
£000
£000
Allotted, called up and fully paid



4 (2021 - 4) Ordinary shares of £1 each
-
-



26.


Reserves

Profit and loss account

Comprises all current and prior period retained profit and losses.


27.


Capital commitments

At 31 December 2021, the Company had capital commitments, which were contracted for but not provided for in these financial statements of £25k (March 2021: £50k).

Page 36

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

28.


Pension commitments

Defined contribution scheme
The Company operated a defined contribution scheme in the UK. Employer's contributions are charged to the profit and loss account as incurred. The total pension cost for the Company in respect of this scheme for the period ended 31 December 2021 was £194k (March 2021: £254k). Outstanding contributions as at 31 December 2021 totalled £6k (March 2021: £5k).
Defined benefit scheme

The Company operates a Defined Benefit Pension Scheme.

The Company is a sponsoring employer to the Scapa Group Limited Pension Scheme, which has the assets and liabilities of former UK employees. The scheme has been closed to new members and future accrual since 2007/08 and is wholly funded by the sponsoring employers, Scapa Group Limited and Scapa UK Limited. The assets of the scheme are held separately from the Company under Trust and both the assets and liabilities are held on a nonsectionalised basis. These scheme is managed by a professional trustee.
Scheme assets are stated at their market value as at 31 December 2021. The next formal triennial valuation is due 1 April 2023 and will be completed no later than 30 September 2024.
The expected investment returns have been calculated using the weighted average of the expected investment returns for the different asset classes. The expected return on investments for the UK scheme is set out in the table in this note.
The assumptions relating to UK longevity underlying the pension liabilities at the balance sheet date are based on standard actuarial mortality tables, with adjustments to reflect actual experience. For the period to 31 December 2021, the IAS 19 calculations have been performed using standard actuarial tables known as S2PA. Future improvements in mortality have been allowed for using the core CMI 2020 model, with a long-term rate of improvement of 1.25% per annum. In the current period these tables have been adjusted with a loading to reflect the geographic membership profile of the scheme. During the year to March 2016 a postcode mortality exercise was conducted on the scheme's membership. The results of this exercise showed that a best estimate adjustment to the base table used by the formal triennial actuarial valuation was 115% for all members. This assumption, reducing the expected longevity of members, has been used in the disclosures.



Reconciliation of present value of plan liabilities:


31 December
31 March
2021
2021
£000
£000

Reconciliation of present value of plan liabilities


At the beginning of the year
48,301
45,000

Current service cost
-
25

Interest cost
686
980

Actuarial gains/losses
1,016
5,212

Benefits paid
(2,609)
(2,916)

At the end of the year
47,394
48,301


Page 37

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021
 
28.Pension commitments (continued)


Reconciliation of present value of plan assets:


31 December
31 March
2021
2021
£000
£000

Reconciliation of present value of plan assets


At the beginning of the year
50,304
46,385

Interest income
719
1,032

Actuarial gains/losses
2,675
3,709

Contributions
691
2,094

Benefits paid
(2,609)
(2,916)

At the end of the year
51,780
50,304


Composition of plan assets:


31 December
31 March
2021
2021
£000
£000

Composition of plan assets


UK and overseas equities
5,121
3,536

Corporate bonds
23,451
28,061

Fixed interest government bonds
11,112
7,450

Index linked government bonds
10,237
7,915

Property
831
863

Hedge funds
414
1,603

Cash
614
876

Total plan assets
51,780
50,304

31 December
31 March
2021
2021
£000
£000


Fair value of plan assets
51,780
50,304

Present value of plan liabilities
(47,394)
(48,301)

Cumulative surplus not recognised
(4,386)
(2,003)

Net pension scheme liability
-
-

Page 38

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021
 
28.Pension commitments (continued)


The amounts recognised in profit or loss are as follows:

31 December
31 March
2021
2021
£000
£000


Interest on obligation
(686)
(980)

Interest income on plan assets
719
1,032

Administrative costs
(207)
(193)

Total
(174)
(141)



The Company expects to contribute £1,447k to its Defined Benefit Pension Scheme in 2022.




Actuarial assumptions


Principal actuarial assumptions at the Balance Sheet date (expressed as weighted averages):

31 December 2021
31 March
2021
%
%
Discount rate


1.85

1.95
 
RPI inflation assumption (non-pensioner)


3.26

3.25
 
CPI inflation assumption (non-pensioner)


2.59

2.55
 
Amount of pension commuted for cash


25.00

25.00
 
Mortality rates



 
- for a male aged 65 now


20.50

20.20
 
- at 65 for a male aged 45 now


21.80

21.00
 
- for a female aged 65 now


22.60

22.50
 
- at 65 for a female member aged 45 now


24.10

24.00
 

Page 39

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021
 
28.Pension commitments (continued)


Sensitivity analysis
The impact to the value of the defined benefit obligation of a reasonably possible change to one actuarial
assumption, holding all other assumption constant, is presented in the table below:

31 December
2021
31 March
2021
Discount rate + 0.50%

(3,168)

(3,064)

Discount rate - 0.50%

3,524

3,397

Inflation rate + 0.50%

1,558

1,565

Inflation rate - 0.50%

(1,591)

(1,532)



Amounts for the current and previous four periods are as follows:


Defined benefit pension schemes

2021
2021
2020
2019
2018
£000
£000
£000
£000
£000
Defined benefit obligation

(47,394)

(48,301)

(45,000)
 
(48,439)
 
(51,020)

Fair value of plan assets

51,780

50,303

46,385
 
47,714
 
46,347

Cumulative asset restriction

(4,386)

(2,002)

(1,385)
 
-
 
-

-

-

-
 
(725)
 
(4,673)


Experience adjustments on scheme liabilities
(1,016)
(5,212)
1,298
1,433
1,994
Experience adjustments on scheme assets
2,676
3,708
105
1,603
162
1,660
(1,504)
1,403
3,036
2,156



29.


Related party transactions

The pension scheme is a related party to the Company; there were no contributions outstanding at the period end. The Company is exempt under the terms of FRS 101 paragraph 8(j) from disclosing related party transactions entered into between two or more members of a group provided that any subsidiary which is party to a transaction is wholly owned by a member. There are no other related party transactions. 

Page 40

 
Scapa UK Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 31 December 2021

30.


Post balance sheet events

On March 28, 2022, Schweitzer-Mauduit International Inc. entered into an Agreement and Plan of Merger to combine with Neenah, Inc. ("Neenah") to form Mativ Holdings Inc., a speciality materials company incorporated in Delaware, in an all-stock merger of equals (the "Merger Agreement"), to create a global leader in speciality materials, accelerate growth and innovation, as well as achieve cost synergies. The Merger was approved by the shareholders of both Schweitzer-Mauduit International Inc. and Neenah on June 29, 2022 and was consummated on July 6, 2022. Under the terms of the Merger Agreement, which was unanimously approved by the board of directors of both companies, Neenah merged into a directly owned subsidiary of Schweitzer-Mauduit International Inc., with Neenah surviving the Merger as a direct, wholly-owned subsidiary of Mativ.
Following the Merger, the Group became aware of a cyber-attack against certain systems within the Group’s network environment. The attack temporarily affected operations and caused delays in execution of sales transactions at some locations. In addition, the Group incurred financial costs to investigate and remediate the incident, some of which are expected to be mitigated by insurance. During the incident, the attackers accessed and exfiltrated Group data, including some personally identifying information of certain Group employees. The Group believes it has contained the incident, which only affected certain systems, and it has restored operations and notified affected individuals. The Group has put in place remediation measures designed to help prevent future similar attacks, and has proactively undertaken to implement certain other enhancements to its security system.


31.


Controlling party

The Company’s immediate parent company is Porritts & Spencer Limited, a company incorporated in England and Wales.
Following the acquisition of Scapa Group Limited by Schweitzer-Mauduit International Inc (SWM Intl.) on 15 April 2021, SWM Intl. was considered the controlling party from this date.
Copies of the consolidated financial statements of SWM Intl. may be obtained from its registered office, from the Company Secretary, Schweitzer-Mauduit International Inc., 100 North Point, Center East, Suite 600 Alpharetta, Georgia, 30022-8246, USA.
In July 2022, SWM Intl. merged with Neenah Inc. to form Mativ Holdings Inc. From this date, the ultimate parent undertaking and controlling party is now Mativ Holdings Inc.

Page 41