Blis Global Limited
Annual Report and Financial Statements
For the year ended 30 June 2023
Company Registration No. 06455773 (England and Wales)
Blis Global Limited
Company Information
Directors
G Isbister
P Dhami
Secretary
G Isbister
Company number
06455773
Registered office
85 Great Portland Street
London
United Kingdom
W1W 7LT
Auditor
Moore Kingston Smith LLP
Charlotte Building
17 Gresse Street
London
W1T 1QL
Business address
85 Great Portland Street
London
United Kingdom
W1W 7LT
Blis Global Limited
Contents
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 38
Blis Global Limited
Strategic Report
For the year ended 30 June 2023
Page 1

The directors present the strategic report for the year ended 30 June 2023.

Principal activity

The principal activity of the Company is the development of an omnichannel advertising software platform. This platform enables some of the world's biggest companies to plan, buy and measure omnichannel advertising campaigns, ultimately delivering brand growth and sales.

 

Review of the business

The Group continued to invest in product and technology ensuring the platform remains market leading with a differentiated feature set. We expect this investment, and resultant platform enhancements, to continue into 2024.

 

Group revenues for the year ended 30 June 2023 were £70.1m, an increase of 19% (30 June 2022: £59.0m). The Group posted an adjusted EBITDA of £11.6m and an operating profit of £6.3m (30 June 2022: £9.1m and £7.2m).

 

Research and development

The Group has accelerated its investment in software research and development in the period and will continue to do so in future years. This investment has enabled further depth and breadth to our understanding of advertising performance resulting in a platform that enables clients to plan, buy and measure omnichannel advertising in a single unified platform.

 

Investment in people

During the year the Group continued to invest in building an inclusive, high-performance culture as we increased global headcount to 271 by the end of the year. We have rolled out various new benefits programmes across all group companies, which has resulted in a high staff retention rate.

Principal risks and uncertainties

The principal risks and uncertainties facing the Company are as follows:

 

Competitive risks

The sector in which Blis operates continues to be highly competitive and Blis continues to benefit from its strong innovative position in the sector. The Company continues to develop its market offering and leading edge technology to ensure retention of current customers.

 

Financial risks

The Company's operations expose it to a variety of financial risks that include currency risk, credit risk and liquidity risk. The Company has in place a financial risk management programme that seeks to limit the adverse effects of financial performance of the Company by monitoring trading performance, levels of trade debtors and creditors.

 

Financial risk management

 

Credit risk

The Company only trades with recognised, creditworthy third parties, many of which are the world's largest companies who have been customers over an extended period of time. All customers who wish to take on credit terms are subject to credit verification procedures with receivable balances monitored on an on-going basis.

 

Liquidity risk

Liquidity risk is the risk that the Company might encounter difficulty meeting its obligations associated with financial liabilities. The Company aims to mitigate liquidity risk by managing cash generation by its operations and monitoring projected future cash flows.

Blis Global Limited
Strategic Report (Continued)
For the year ended 30 June 2023
Page 2

Foreign exchange risks

The Company buys a number of products in foreign currencies which are currently purchased at spot rates. The Company regularly reviews its foreign currency exposure. The Company also receives revenue in foreign currencies which helps hedge some of the exposure.

Financial Key Performance Indicators

Key Performance Indicators for the Group are noted in the table below:

 

 

2023

£000

2022

£000

Revenue

70,124

58,986

EBITDA

11,613

9,143

The strong year on year revenue and EBITDA growth shown above came across all geographical markets, as detailed in Note 3.

Future Developments

The Group is committed towards the advancement of our products and technology, ensuring that our platform maintains its position as an industry leader, distinguished by its unique and innovative feature set.

 

This commitment to continuous improvement and the resulting product enhancements coupled with the investment in our people will serve as the catalyst for continued growth in both revenue and profitability, further solidifying our position as a trailblazer in the market.

Promoting the success of the company

Building a sustainable, ethical and inclusive business is at the heart of our strategy. In the past year, our employees have shown passion, determination and a commitment to this strategy and have embodied our values of being Brave and Inclusive.

The group works with some of the world's largest companies, with many of these relationships spanning many years. The company has experienced sales, client services and supply teams in regional offices to maintain strong relationships with both customers and suppliers.

Blis is committed to sustainability and reducing its impact on the planet and the communities in which we operate and work. Taking accountable action is key to this change and we are excited to have had our SME science-based carbon emissions reduction targets approved and validated by the Science Based Targets initiative (SBTi).

Blis was recognised as one of Campaign’s ‘Best Places to Work’ in 2022 for the third time and was celebrated in December 2022 by Best Companies Group and COLOR Magazine as an Inclusive Workplace, a workplace where people feel heard, seen and like they belong. These awards recognise the hard work and passion of both our People team and our employee led DIB Initiative, Rise, to keep striving for change.

Governance and compliance are key foundations to any business and at Blis we strive for excellence in both these areas. We took time to mature our governance policies and training in the past year including ensuring all employees were trained in cybersecurity and privacy. As data protection laws continue to evolve across the world our Data Protection Officer (DPO) closely monitors any changes and adapts any processes to ensure compliance.

Blis Global Limited
Strategic Report (Continued)
For the year ended 30 June 2023
Page 3

On behalf of the board

G Isbister
Director
26 October 2023
Blis Global Limited
Directors' Report
For the year ended 30 June 2023
Page 4

The directors present their annual report and financial statements for the year ended 30 June 2023.

Principal activities

The principal activity of the company and group continued to be that of the development of a privacy first analytics and advertising software platform.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

G Isbister
P Dhami
Results and dividends
The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £8,240,838. The directors do not recommend payment of a further dividend.

Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Employee involvement

The group's policy is to consult and collect employee feedback through regular staff surveys on matters likely to affect employees' interests.

Information about matters of concern to employees is given through weekly all-hands meetings. These meetings regularly include presentations which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

Auditor

In accordance with the company's articles, a resolution proposing that Moore Kingston Smith LLP be reappointed as auditor of the group will be put at a General Meeting.

Energy and carbon report

The Group is required to prepare a streamlined energy and carbon report which quantifies our energy consumption and annual emissions. We have made good progress with our ESG strategy and have had our Scope 1 & 2 targets approved by the SBTi.

 

We have not been able to measure Scope 3 historically but will commence measuring Scope 3 from January 2024. Under Scope 1 and 2, we are able to confirm the Group's annual consumption of energy was less than 40,000 kWh during the year.

Blis Global Limited
Directors' Report (Continued)
For the year ended 30 June 2023
Page 5
Statement of directors' responsibilities

The directors are responsible for preparing the Annual 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
G Isbister
P Dhami
Director
Director
26 October 2023
Blis Global Limited
Independent Auditor's Report
To the Members of Blis Global Limited
Page 6
Opinion

We have audited the financial statements of Blis Global Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2023 which comprise the Group Statement of Comprehensive Income, the Group Balance Sheet, the Company Balance Sheet, the Group Statement of Changes in Equity, the Company Statement of Changes in Equity, the Group Statement of Cash Flows and notes to the financial statements, including 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:

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’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 group's and parent 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 auditor's 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.

Blis Global Limited
Independent Auditor's Report (Continued)
To the Members of Blis Global Limited
Page 7

Opinions on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their 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:

 

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement, 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 group's and parent 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 group or parent company or to cease operations, or have no realistic alternative but to do so.

Blis Global Limited
Independent Auditor's Report (Continued)
To the Members of Blis Global Limited
Page 8
Auditor's 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 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.

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

Blis Global Limited
Independent Auditor's Report (Continued)
To the Members of Blis Global Limited
Page 9

Explanation as to what extent the audit was considered capable of detecting irregularities, including

fraud

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.

 

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

 

Our approach was as follows:

Ÿ

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. 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.

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 2006. Our audit work has been undertaken for no purpose other than to draw to the attention of the company’s members those matters we are required to include in an auditor's report addressed to them. To the fullest extent permitted by law, we do not accept or assume responsibility to any party 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.

Ian Graham (Senior Statutory Auditor)
for and on behalf of Moore Kingston Smith LLP
31 October 2023
Chartered Accountants
Statutory Auditor
Charlotte Building
17 Gresse Street
London
W1T 1QL
Blis Global Limited
Group Statement of Comprehensive Income
For the year ended 30 June 2023
Page 10
2023
2022
as restated
Notes
£'000
£'000
Turnover
4
70,124
58,986
Other operating income
234
243
Other external expenses
(27,765)
(25,188)
Staff costs
7
(18,904)
(15,669)
Depreciation and amortisation
5
(2,247)
(1,922)
Other operating expenses
(15,142)
(9,229)
Operating profit
5
6,300
7,221
Interest receivable and similar income
9
580
4
Interest payable and similar expenses
10
-
0
(1,483)
Fair value gains and losses
11
-
22,356
Exceptional costs
3
(217)
-
0
Profit before taxation
6,663
28,098
Tax on profit
12
55
(217)
Profit for the financial year
6,718
27,881
Other comprehensive income
Currency translation differences
(490)
253
Total comprehensive income for the year
6,228
28,134
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
Blis Global Limited
Group Balance Sheet
As at 30 June 2023
Page 11
2023
2022
as restated
Notes
£'000
£'000
£'000
£'000
Fixed assets
Intangible assets
14
4,565
3,341
Tangible assets
15
280
155
4,845
3,496
Current assets
Debtors
19
24,351
25,510
Cash at bank and in hand
6,463
12,102
30,814
37,612
Creditors: amounts falling due within one year
20
(21,651)
(25,443)
Net current assets
9,163
12,169
Total assets less current liabilities
14,008
15,665
Provisions for liabilities
Deferred tax liability
21
(1,187)
(831)
(1,187)
(831)
Net assets
12,821
14,834
Capital and reserves
Called up share capital
23
-
0
3
Share premium account
-
0
15,767
Other reserves
(158)
332
Profit and loss reserves
12,979
(1,268)
Total equity
12,821
14,834
The financial statements were approved by the board of directors and authorised for issue on 26 October 2023 and are signed on its behalf by:
26 October 2023
G  Isbister
Director
Blis Global Limited
Company Balance Sheet
As at 30 June 2023
30 June 2023
Page 12
2023
2022
as restated
Notes
£'000
£'000
£'000
£'000
Fixed assets
Intangible assets
14
4,565
3,341
Tangible assets
15
208
93
Investments
16
50
50
4,823
3,484
Current assets
Debtors
19
18,092
18,738
Cash at bank and in hand
4,428
9,444
22,520
28,182
Creditors: amounts falling due within one year
20
(19,825)
(24,406)
Net current assets
2,695
3,776
Total assets less current liabilities
7,518
7,260
Provisions for liabilities
Deferred tax liability
21
(1,187)
(831)
(1,187)
(831)
Net assets
6,331
6,429
Capital and reserves
Called up share capital
23
-
0
3
Share premium account
-
0
15,767
Profit and loss reserves
6,331
(9,341)
Total equity
6,331
6,429

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £8,136k (2022: £24,625k).

The financial statements were approved by the board of directors and authorised for issue on 26 October 2023 and are signed on its behalf by:
26 October 2023
G  Isbister
Director
Company Registration No. 06455773 (England and Wales)
Blis Global Limited
Group Statement of Changes in Equity
For the year ended 30 June 2023
Page 13
Share capital
Share premium account
Othe reserves
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
£'000
£'000
As restated for the period ended 30 June 2022:
Balance at 1 July 2021
2
3,468
79
(29,149)
(25,600)
Year ended 30 June 2022:
Profit for the year
-
-
-
27,881
27,881
Other comprehensive income:
Currency translation differences
-
-
253
253
Total comprehensive income for the year
-
-
253
27,881
28,134
Issue of share capital
23
1
-
0
-
-
1
Other movements
-
12,299
-
-
12,299
Balance at 30 June 2022
3
15,767
332
(1,268)
14,834
Year ended 30 June 2023:
Profit for the year
-
-
-
6,718
6,718
Other comprehensive income:
Currency translation differences
-
-
(490)
(490)
Total comprehensive income for the year
-
-
(490)
6,718
6,228
Dividends
13
-
-
-
(8,241)
(8,241)
Reduction of shares
23
(3)
(15,767)
-
15,770
-
0
Balance at 30 June 2023
-
0
-
0
(158)
12,979
12,821
Blis Global Limited
Company Statement of Changes in Equity
For the year ended 30 June 2023
Page 14
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
£'000
As restated for the period ended 30 June 2022:
Balance at 1 July 2021
2
3,468
(33,966)
(30,496)
Year ended 30 June 2022:
Profit and total comprehensive income for the year
-
-
24,625
24,625
Conversion of preference shares
1
12,299
-
12,300
Balance at 30 June 2022
3
15,767
(9,341)
6,429
Year ended 30 June 2023:
Profit and total comprehensive income for the year
-
-
8,143
8,143
Dividends
13
-
-
(8,241)
(8,241)
Reduction of shares
23
(3)
(15,767)
15,770
-
0
Balance at 30 June 2023
-
0
-
0
6,331
6,331
Blis Global Limited
Group Statement of Cash Flows
For the year ended 30 June 2023
Page 15
2023
2022
as restated
Notes
£'000
£'000
£'000
£'000
Cash flows from operating activities
Cash (absorbed by)/generated from operations
30
(874)
9,269
Interest paid
-
0
(46)
Income taxes paid
(675)
-
Net cash (outflow)/inflow from operating activities
(1,549)
9,223
Investing activities
Purchase of intangible assets
(3,356)
(2,400)
Purchase of tangible fixed assets
(250)
(135)
Interest received
3
4
Net cash used in investing activities
(3,603)
(2,531)
Net (decrease)/increase in cash and cash equivalents
(5,152)
6,692
Cash and cash equivalents at beginning of year
12,102
5,647
Effect of foreign exchange rates
(487)
(237)
Cash and cash equivalents at end of year
6,463
12,102
Blis Global Limited
Notes to the Financial Statements
For the year ended 30 June 2023
Page 16
1
Accounting policies
Company information

Blis Global Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 85 Great Portland Street, London, W1W 7LT.

 

The group consists of Blis Global Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Blis Global Limited together with all entities controlled by the parent company (its subsidiaries) (i.e. entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefit) and the group’s share of its interests in joint ventures and associates. Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passese.

 

All financial statements are made up to 30 June 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

1.3
Going concern

The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.

 

The group recorded a profit for the year ended of £6,718k. The operating profit for the year was £6,300and the group is forecasting continued operating profit moving forwards.

 

The directors have prepared cash flow forecasts for a period of 12 months from the date of approval of these financial statements which indicate that, taking account of reasonable possible downsides, the company will have sufficient liabilities as they fall due for the period.

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 17
1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from a contract to provide services is recognised in the period in which the services are provided when the following conditions are satisfied:

 

1.5
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.6
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software development costs
33.3% straight line
1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and equipment
33.3%
Office equipment
33.3%

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 18
1.8
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 19
1.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 20
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 21
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.14
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.16
Share-based payments

For cash-settled share-based payments, a liability is recognised for the goods and services acquired, measured initially at the fair value of the liability. At the balance sheet date until the liability is settled, and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognised in profit or loss for the year.

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black Scholes model model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

 

The expense in relation to options over the parent company’s shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 22

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

1.17
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.18
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.19
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 23
2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Useful lives of depreciable assets

Management reviews the useful lives of depreciable assets at each reporting date. At the reporting date management assesses that the useful lives represent the expected utility of the assets to the Group. Actual results, however, may vary due to unforeseen events.

Impairment of software development costs and goodwill

An impairment loss is recognised for the amount by which the assets or cash generating unit's carrying amount exceeds its recoverable amount. To determine the recoverable amount, management estimates expected future cash flows from each cash-generating unit and determines a suitable discount rate in order to calculate the present value of those cash flows. In the process of measuring expected future cash flows management makes assumptions about future operating results. These assumptions relate to future events and circumstances. In most cases, determining the applicable discount rate involves estimating the appropriate adjustment to market risk and the appropriate adjustment to asset- specific risk factors.

Valuation of share options

The fair value of equity settled share options is determined using the Black-Scholes model. The significant inputs into the model are share price at grant date, exercise price, expected option life, expected volatility and risk free rate. share price has been estimated based on a valuation used for fundraising purposed. Expected volatility has been estimated and benchmarked against comparable quoted companies. Expected life has been estimated to be the earliest point in time in which options can be exercised based on the expected exercise profit of option holders. Details of share based payments can be found in note 22.

Deferred tax

Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and level of future taxable profits together with future tax planning strategies. See note 21 for the carrying amount and further details.

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
Page 24
Valuation of financial instruments

During 2016 the Group raised funds from the issue of preference shares, this is a non-basic financial instrument and is fair valued at each reporting period. The instrument contains a number of financial obligations in the event of a trade sale, listing and on wind up as well as a constructed right to a preference dividend. The value of the business is judgmental.

 

All preference shares were redesignated as ordinary shares in 2022. Prior to this, the instrument was denominated in US Dollars and therefore there was a foreign currency exchange risk in its ultimate settlement and the calculation of fair value at the reporting date in the prior year. For each $0.10 change in the Dollar, the instrument changes in fair value by approximately £1.0m.

 

 

3
Exceptional item

Included in exceptional costs are costs in relation to the purchase of Blis Group Limited and restructuring costs.

4
Turnover and other revenue
2023
2022
£'000
£'000
Turnover analysed by geographical market
EMEA
27,767
22,474
APAC
7,300
6,715
AMERICAS
35,057
29,797
70,124
58,986
5
Operating profit
2023
2022
£'000
£'000
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
482
(712)
Government grants
(229)
(242)
Depreciation of owned tangible fixed assets
115
78
Amortisation of intangible assets
2,132
1,844
Operating lease charges
783
556

 

6
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£'000
£'000
For audit services
Audit of the financial statements of the group and company
86
69
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
6
Auditor's remuneration
(Continued)
Page 25
For other services
All other non-audit services
34
137
7
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2023
2022
2023
2022
as restated
as restated
Number
Number
Number
Number
Management
1
5
1
5
Operational and support
263
183
108
92
Total
264
188
109
97

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
as restated
as restated
£'000
£'000
£'000
£'000
Wages and salaries
16,724
14,176
6,937
6,965
Social security costs
1,688
1,213
764
725
Pension costs
492
280
248
156
18,904
15,669
7,949
7,846
8
Directors' remuneration
2023
2022
£'000
£'000
Remuneration for qualifying services
585
546
Company pension contributions to defined contribution schemes
13
14
598
560

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2022 - 1).

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
8
Directors' remuneration
(Continued)
Page 26
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2023
2022
£'000
£'000
Remuneration for qualifying services
429
481
Company pension contributions to defined contribution schemes
10
13
9
Interest receivable and similar income
2023
2022
£'000
£'000
Interest income
Interest on bank deposits
3
1
Interest receivable from group companies
577
-
0
Total interest revenue
580
1
Income from fixed asset investments
Income from shares in group undertakings
-
0
3
Total income
580
4

Investment income includes the following:

Interest on financial assets not measured at fair value through profit or loss
580
1
10
Interest payable and similar expenses
2023
2022
£'000
£'000
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
-
11
Dividends on redeemable preference shares not classified as equity
-
0
1,472
-
1,483
11
Amounts written off investments
2023
2022
£'000
£'000
Fair value gains/(losses) on financial instruments
Gain on financial assets held at fair value through profit or loss
-
22,356
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 27
12
Taxation
2023
2022
£'000
£'000
Current tax
UK corporation tax on profits for the current period
1,042
148
Adjustments in respect of prior periods
(613)
-
0
Total current tax
429
148
Deferred tax
Origination and reversal of timing differences
(484)
69
Total tax (credit)/charge
(55)
217

The actual (credit)/charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£'000
£'000
Profit before taxation
6,663
28,098
Expected tax charge based on the standard rate of corporation tax in the UK of 20.50% (2022: 19.00%)
1,366
5,339
Tax effect of expenses that are not deductible in determining taxable profit
1,362
156
Tax effect of income not taxable in determining taxable profit
(497)
(314)
Permanent capital allowances in excess of depreciation
-
0
115
Effect of overseas tax rates
(694)
-
0
Under/(over) provided in prior years
3
-
0
Deferred tax adjustments in respect of prior years
(819)
-
0
Fair value movement
-
0
(4,248)
Deferred tax not recognised
-
0
(831)
Additional deduction R&D expenditure
(836)
-
0
Remeasurement of deferred tax for changes in tax rates
60
-
0
Taxation (credit)/charge
(55)
217
13
Dividends
2023
2022
Recognised as distributions to equity holders:
£'000
£'000
Final paid
8,241
-
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 28
14
Intangible fixed assets
Group
Goodwill
Software development costs
Total
£'000
£'000
£'000
Cost
At 1 July 2022 (as restated)
789
14,459
15,248
Additions
-
0
3,356
3,356
At 30 June 2023
789
17,815
18,604
Amortisation and impairment
At 1 July 2022 (as restated)
789
11,118
11,907
Amortisation charged for the year
-
0
2,132
2,132
At 30 June 2023
789
13,250
14,039
Carrying amount
At 30 June 2023
-
0
4,565
4,565
At 30 June 2022 (as restated)
-
0
3,341
3,341
Company
Goodwill
Software development costs
Total
£'000
£'000
£'000
Cost
At 1 July 2022 (as restated)
789
14,459
15,248
Additions
-
0
3,356
3,356
At 30 June 2023
789
17,815
18,604
Amortisation and impairment
At 1 July 2022 (as restated)
789
11,118
11,907
Amortisation charged for the year
-
0
2,132
2,132
At 30 June 2023
789
13,250
14,039
Carrying amount
At 30 June 2023
-
0
4,565
4,565
At 30 June 2022 (as restated)
-
0
3,341
3,341
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 29
15
Tangible fixed assets
Group
Plant and equipment
Office equipment
Total
£'000
£'000
£'000
Cost
At 1 July 2022
604
3
607
Additions
250
-
0
250
Disposals
(27)
-
0
(27)
Exchange adjustments
(21)
-
0
(21)
At 30 June 2023
806
3
809
Depreciation and impairment
At 1 July 2022
449
3
452
Depreciation charged in the year
115
-
0
115
Eliminated in respect of disposals
(20)
-
0
(20)
Exchange adjustments
(18)
-
0
(18)
At 30 June 2023
526
3
529
Carrying amount
At 30 June 2023
280
-
0
280
At 30 June 2022
155
-
0
155
Company
Plant and equipment
Office equipment
Total
£'000
£'000
£'000
Cost
At 1 July 2022
164
3
167
Additions
202
-
0
202
Disposals
(7)
-
0
(7)
At 30 June 2023
359
3
362
Depreciation and impairment
At 1 July 2022
71
3
74
Depreciation charged in the year
80
-
0
80
At 30 June 2023
151
3
154
Carrying amount
At 30 June 2023
208
-
0
208
At 30 June 2022
93
-
0
93
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 30
16
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£'000
£'000
£'000
£'000
Investments in subsidiaries
17
-
0
-
0
50
50
Movements in fixed asset investments
Company
Shares in subsidiaries
£'000
Cost or valuation
At 1 July 2022 and 30 June 2023
50
Carrying amount
At 30 June 2023
50
At 30 June 2022
50
17
Subsidiaries

Details of the company's subsidiaries at 30 June 2023 are as follows:

Name of undertaking
Address
Nature of business
Class of shares held
% Held Direct
Blis Media (Australia) Pty Ltd
1
Collection, processing location data
Ordinary
100.00
Blis Media GMBH
2
Processing location data
Ordinary
100.00
Blis USA Inc
3
Processing location data
Ordinary
100.00
Valley Point India Private Limited
4
Processing location data
Ordinary
100.00
Blis Netherlands B.V.
5
Collection, processing location data
Ordinary
100.00
Blis Italia S.r.l
6
Processing location data
Ordinary
100.00
Blis Media Pty Pte Limited
7
Processing location data
Ordinary
100.00
Blis Global Spain SL
8
Processing location data
Ordinary
100.00
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
17
Subsidiaries
(Continued)
Page 31

Registered office addresses (all UK unless otherwise indicated):

1
Hayes Knight (NSW) PTY Ltd, Level 2, 115 Pitt Street, Sydney NSW 2000
2
Konigsallee 14, 40212 Dusseldorf
3
Corporation Service Company, 80 State Street, Albany, New York, 12207-2543, United States
4
Regal Building, 69, Connaught Place, New Delhi, Delhi 110001
5
Joop Geesinkweg 501, 1114AB Amsterdam-Duivendrecht
6
Via Larga 7, Milano (MI) CAP 20122
7
10 Stanley Street, #03-01 Singapore 068729
8
Mallorca, 272, 8º. 08037 Barcelona.
18
Financial instruments
Group
Company
2023
2022
2023
2022
£'000
£'000
£'000
£'000
Carrying amount of financial assets
Debt instruments measured at amortised cost
21,223
23,681
15,039
17,067
Instruments measured at fair value through profit or loss
6,463
12,102
4,428
9,444
Carrying amount of financial liabilities
Measured at amortised cost
(20,377)
(24,372)
(19,387)
(23,731)

Financial assets measured at fair value through profit or loss comprise cash.

 

Financial assets that are debt instruments measured at amortised cost comprise trade debtors and other assets readily convertible into cash.

 

Financial liabilities measure at amortised cost comprise trade creditors, bank loans and other liabilities which are likely to require settlement in monetary terms.

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 32
19
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£'000
£'000
£'000
£'000
Trade debtors
20,190
17,049
9,964
8,641
Corporation tax recoverable
1,002
-
0
1,002
-
0
Amounts owed by group undertakings
-
6,478
4,391
8,420
Other debtors
597
466
352
315
Prepayments and accrued income
960
755
781
600
22,749
24,748
16,490
17,976
Amounts falling due after more than one year:
Deferred tax asset (note 21)
1,602
762
1,602
762
Total debtors
24,351
25,510
18,092
18,738
20
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
as restated
as restated
£'000
£'000
£'000
£'000
Trade creditors
8,638
11,632
7,943
10,739
Amounts owed to group undertakings
1,260
2,114
4,877
6,386
Corporation tax payable
513
87
-
0
-
0
Other taxation and social security
765
908
436
599
Other creditors
84
164
67
165
Accruals and deferred income
10,391
10,538
6,502
6,517
21,651
25,443
19,825
24,406
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 33
21
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Group
£'000
£'000
£'000
£'000
Accelerated capital allowances
1,187
831
-
-
Short term timing differences - pension
-
-
17
-
Tax losses
-
-
1,585
762
1,187
831
1,602
762
Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Company
£'000
£'000
£'000
£'000
Accelerated capital allowances
1,187
831
-
-
Short term timing differences - pension
-
-
17
-
Tax losses
-
-
1,585
762
1,187
831
1,602
762
Group
Company
2023
2023
Movements in the year:
£'000
£'000
Liability at 1 July 2022
69
69
Credit to profit or loss
(484)
(484)
Asset at 30 June 2023
(415)
(415)

The deferred tax asset set out above is expected to reverse within 12 months and relates to the utilisation of tax losses against future expected profits of the same period. The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

22
Retirement benefit schemes
2023
2022
Defined contribution schemes
£'000
£'000
Charge to profit or loss in respect of defined contribution schemes
492
280
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
22
Retirement benefit schemes
(Continued)
Page 34

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

23
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary A shares of 0.001p each
1
309,075,688
-
3

On 17 March 2023, the company completed a share capital and share premium reduction.

24
Share-based payment transactions
Group and Company
Number of share options
Weighted average exercise price
2023
2022
2023
2022
Number
Number
£'000
£'000
Outstanding at 1 July 2022
-
85,628,205
-
0.10
Granted
-
14,366,681
-
0.06
Forfeited
-
(12,213,065)
-
0.10
Exercised
-
(87,781,821)
-
0.09
Outstanding at 30 June 2023
-
-
-
-
Exercisable at 30 June 2023
-
-
-
-

All share options were extinguished by the grant of replacement options in Blis Group Limited following the acquisition of 100% of the share capital of the company on 16 June 2022.

 

Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 35
25
Financial commitments, guarantees and contingent liabilities

There are a fixed charges over Blis Global in relation to:

 

There is a floating charge over Blis Global Limited in relation to all its assets and undertaking wherever located both present and future.

 

26
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2023
2022
2023
2022
£'000
£'000
£'000
£'000
Within one year
582
115
275
-
Between two and five years
497
138
34
-
In over five years
-
29
-
-
1,079
282
309
-
27
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2023
2022
£'000
£'000
Aggregate compensation
1,100
1,636
Other information
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
27
Related party transactions
(Continued)
Page 36

All directors and certain senior employees who have authority and responsibility for planning, directing and controlling the activities of the Group are considered to be key management personnel. Total remuneration in respect of these individuals is £585,000 (2022: £546,000).

 

The Company incurred professional costs of £nil (2022: £25,392) in respect of Beringea LLP, a related party by virtue of its management of shareholdings in the Company. The balance outstanding as at the year end is £nil (2022: £4,499).

 

The Company incurred professional costs of £nil (2022: £78,774) in respect of Unilever Ventures, a related party by virtue of its management of shareholdings in the Company. The balance outstanding as at the year end is £nil (2022: £59,591).

28
Parent company
The immediate parent undertaking is Blis Group Limited, a company incorporated in England & Wales. The ultimate parent undertaking is Project Balloon Bidco Limited, a company incorporated in England & Wales. Group financial statements have been prepared fro Project Balloon Bidco Limited and are publicly available from 85 Great Portland Street, London, England, W1W 7LT.
29
Prior period adjustment

Grant income

Grant income was previously netted off against the eligible spend on the grant, as a result, a restatement was required to correct the accounting of the grant income as other income. Grant income is recognised in line with the eligible spend per the grant criteria. The restatement has resulted in a reclassification between costs and income in the profit and loss account and a reclassification between intangible fixed assets and accruals in the balance sheet. The restatement does not impact equity.

Changes to the balance sheet - group
As previously reported
Adjustment at 1 Jul 2021
Adjustment at 30 Jun 2022
As restated at 30 Jun 2022
£'000
£'000
£'000
£'000
Fixed assets
Other intangibles
3,265
-
76
3,341
Creditors due within one year
Other creditors
(24,372)
-
(76)
(24,448)
Net assets
14,834
-
-
14,834
Capital and reserves
Total equity
14,834
-
-
14,834
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
29
Prior period adjustment
(Continued)
Page 37
Changes to the profit and loss account - group
As previously reported
Adjustment
As restated
Period ended 30 June 2022
£'000
£'000
£'000
Cost of sales
(25,174)
(14)
(25,188)
Administrative expenses
(26,592)
(228)
(26,820)
Other operating income
-
242
242
Profit after taxation
27,880
-
27,879
Reconciliation of changes in equity - group
The prior period adjustments do not give rise to any effect upon equity.
Changes to the balance sheet - company
As previously reported
Adjustment
As restated at 30 Jun 2022
£'000
£'000
£'000
Fixed assets
Other intangibles
3,265
76
3,341
Creditors due within one year
Other creditors
(23,731)
(76)
(23,807)
Net assets
6,429
-
6,429
Capital and reserves
Total equity
6,429
-
6,429
Changes to the profit and loss account - company
As previously reported
Adjustment
As restated
Period ended 30 June 2022
£'000
£'000
£'000
Cost of sales
(16,534)
(14)
(16,548)
Administrative expenses
(16,522)
(228)
(16,750)
Other operating income
7,539
242
7,781
Profit after taxation
24,625
-
24,625
Reconciliation of changes in equity - company
The prior period adjustments do not give rise to any effect upon equity.
Blis Global Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 38
30
Cash (absorbed by)/generated from group operations
2023
2022
£'000
£'000
Profit for the year after tax
6,718
27,881
Adjustments for:
Taxation (credited)/charged
(55)
217
Finance costs
-
0
1,483
Investment income
(580)
(4)
Loss on disposal of tangible fixed assets
7
-
Amortisation and impairment of intangible assets
2,132
1,838
Depreciation and impairment of tangible fixed assets
115
78
Other gains and losses
-
(22,356)
Movements in working capital:
Decrease/(increase) in debtors
3,269
(9,717)
(Decrease)/increase in creditors
(12,480)
9,849
Cash (absorbed by)/generated from operations
(874)
9,269
31
Analysis of changes in net funds - group
1 July 2022
Cash flows
30 June 2023
£'000
£'000
£'000
Cash at bank and in hand
12,102
(5,639)
6,463
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