Company registration number 09314212 (England and Wales)
JUUCE LIMITED
T/A "EO CHARGING"
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
JUUCE LIMITED
T/A "EO CHARGING"
COMPANY INFORMATION
Directors
Mr J C Jardine
Mr C H Jardine
Mr C Campbell
Mr M F N Resta
Mr B Abdel-Wahab
Mr K Moussa
Company number
09314212
Registered office
Tomo House
Tomo Road
Stowmarket
IP14 5AY
Auditor
Ensors Accountants LLP
Saxon House
Moseley's Farm Business Centre
Fornham All Saints
Bury St Edmunds
JUUCE LIMITED
T/A "EO CHARGING"
CONTENTS
Page
Strategic report
1 - 5
Directors' report
6 - 8
Independent auditor's report
9 - 14
Group statement of comprehensive income
15
Group statement of financial position
16 - 17
Group statement of changes in equity
18
Group statement of cash flows
19 - 20
Group notes to the financial statements
21 - 69
Parent company statement of financial position
70 - 71
Parent company statement of changes in equity
72
Parent notes to the financial statements
73 - 83
JUUCE LIMITED
T/A "EO CHARGING"
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 1 -

The directors present the strategic report for the year ended 31 December 2022.

Principal activities

The principal activity of the Group and Company throughout the current and previous period was that of providing electric vehicle (‘EV’) charging solutions.

 

Review of the business

The year ended 31 December 2022 was an exciting period for EV charging. Governments globally have announced deadlines for banning petrol and diesel cars along with plans to invest in charging networks. There is increased availability of EVs with more car manufacturers introducing new EV models and the growth in e-commerce and last mile delivery are all indicators that the market for fleet EV charging solutions will continue to grow.

 

The Group has continued to further develop its relationships with key customers and also built new relationships within the emerging eBus and eTruck sector. Business growth during the period was, however, impacted by three main factors.

 

 

Group turnover for the year ended 31 December 2022 was £15.0m (2021: £17.0m) and Group Adjusted EBITDA for the year ended 31 December 2022 was a loss of £14.5m (2021: loss of £8.4m).

 

The Directors assess the performance and progress of the Company against a range of financial and operational KPIs. These include annual revenue growth, being a reduction of 11.8% (2021: growth of 10.8%) which was impacted by delays in deliveries of vehicles to our fleet customers and provisions for returns of unsold legacy stocks which were made during 2022.

 

Financial reporting

The Group appointed a new auditor for the year ended 31 December 2022. Following the disclaimer of audit opinion in relation to the financial statements for the year ended 31 December 2021, the Board of Directors and new statutory auditor worked closely together to agree a realistic plan such that the outcome of the audit of the Group's financial statements for the year ended 31 December 2022 would not be subject to a disclaimer of opinion. However, the timeframe available to achieve this was curtailed following correspondence from Companies House that imposed a deadline to complete the audit in advance of the deadline that both the Board of Directors and the new statutory auditor were working towards. As a result, it was not possible to complete the audit of the financial statements for the year ended 31 December 2022 in accordance with the plan agreed between the Board of Directors and the new statutory auditor. The Group and Board of Directors have, at considerable expense, done everything reasonably under their control in attempting to obtain financial statements for the year ended 31 December 2022 without a disclaimed opinion, but have reluctantly agreed to file this set of financial statements with a disclaimer of audit opinion as a result of not being able to complete the audit in the timeframe originally envisaged.

 

 

 

 

 

 

 

JUUCE LIMITED
T/A "EO CHARGING"
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
Principal risks and uncertainties

The main financial risks faced by the Group through its normal business activities are liquidity and commercial risks. These risks and the Group’s approach to dealing with them are described below:

 

Liquidity risk

Liquidity risk is the risk that the proceeds from financial assets are not sufficient to fund the obligations arising from liabilities as they fall due.

 

Commercial risk

Commercial risks relate to the expected continued growth in the sales of EV’s, the speed of such growth and how specialist providers of services to EV owners can continue to provide innovative services and solutions to support such growth. The product portfolio is continually updated to respond to changes in the market, including regulatory changes.

 

Credit Risk

Credit risk is the risk that one party to a financial instrument will cause a loss for the other party by failing to pay for its obligation. EO mitigates this by ensuring cash flow forecasts and capabilities are kept updated and ensuring customers have sufficient credit checks completed ahead of agreeing contracts.

 

The principal risks along with the controls and mitigation actions are listed below:

 

Deterioration of the macro-economic environment:

The risk volatility and/​or prolonged economic downturn causes a decline in demand for our products and services. Budgeted sales, costs and/​or profits may not be achieved, and mitigating actions are required by the business unit.

 

Cash forecasts identifying the Group’s liquidity requirements are produced and reviewed on a regular basis to ensure that sufficient cash flow remains within the Group.

 

Recruitment and retention

The inability to recruit and retrain is considered a principal risk. Failure to retain people with the right skills, competencies, values and behaviours needed to operate and grow the business would impact the long terms success of the Group.

 

The company undertakes workforce planning, performance, talent and succession initiatives, learning and development programmes to promote the Group’s culture and core values.

 

Business IT systems and cybersecurity

The Group relies upon secure IT solutions and capabilities to enable our business to meet customer’s needs.

 

The frequency of cyber-attacks generally is increasing and our risk exposure to broader business disruption as well as to data breaches. A cyber incident could potentially impact the Group’s operational performance and reputation through the application of penalties, fines and /​ or regulatory action.

 

The Group invests in its systems to drive competitive advantage across all operations.

 

The Group routinely assesses the cyber risk landscape and has established layered proactive and

reactive information security controls to mitigate common threats.

 

The Group is proactive in attaining external certifications to support these assessments.

 

Legal and Regulatory compliance

The risk of inadequate health and safety framework and insufficiently enforcing health and safety culture could result in serious injury to employees and /​ or the public, and /​ or breach of relevant health and safety legislation.

 

Health and Safety policies are in place and the Executive team promote a safety culture.

JUUCE LIMITED
T/A "EO CHARGING"
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 3 -
Going concern

The accompanying financial statements of the Group have been prepared assuming the Group will continue as a going concern, which assumes that it will continue in operation for at least a period of one year after the date these financial statements are issued and contemplates the realisation of assets and the satisfaction of liabilities in the normal course of business.

 

Since inception, the Group has primarily financed its activities by bank borrowings and regular financing injections from its majority shareholders. The Group has experienced recurring losses since its inception. As of 31 December 2022, the Group had cash and cash equivalents of £0.8 million (2021: £1.6 million). Management expects to incur additional losses and cash outflows in the foreseeable future in connection with development of its operating activities. Ultimately, the attainment of profitable operations is dependent on future events, including obtaining adequate financing to fulfil its development activities and generating a level of revenues adequate to support the Group’s cost structure.

 

In February 2023, to support the Group’s financial performance, the Group completed an equity capital raise of £64.4m, including the conversion of shareholder loans. Of the £64.4m raised, a new investor, Fleetwood Energy Investments Limited (a subsidiary company of Vortex Energy), subscribed £32.5m of fresh capital on completion by way of subscription for new shares.

 

The Directors have prepared, and considered, detailed trading and cash flow projections for the period through March 2025 which indicate that the Group will require further support from its existing shareholders in this period. The shareholders have confirmed their continuing support to ensure the Group have sufficient resources to continue serving the business’ financial obligations as and when they fall due and is able to trade as a going concern. If results of operations for the period under review do not meet management's expectations, sufficient cost leverages remain within their ability to reduce expenditures and investment levels. The Group could also pursue other sources of financing.

 

JUUCE LIMITED
T/A "EO CHARGING"
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 4 -
Key performance indicators

The Directors consider that the key performance indicators for the management of the business are:

 

 

 

2022

2021

 

£

£

Revenue

14,971,986

17,022,321

Revenue growth

(11.8%)

10.8%

Adjusted EBITDA

(14,449,460)

(8,433,307)

 

 

 

Adjusted EBITDA is calculated after adjusting for the following amounts:

 

 

 

Profit / (loss) before taxations

15,483,105

(67,306,154)

Change in fair value of warrants

(40,196,674)

55,247,812

Transaction costs/other

3,749,557

963,478

Slow moving inventory provision

3,411,269

1,489,000

Impairment losses

814,965

102,520

Depreciation of property, plant and equipment

161,571

121,326

Depreciation of right-of-use asset

328,762

220,990

Amortisation of intangible asset

943,312

493,721

Research and development costs

854,673

234,000

Adjusted EBITDA

(14,449,460)

(8,433,307)

 

 

The profit before taxation for the year ended 31 December 2022 of £15.5m (2021: loss before taxation of £67.3m) is distorted by the non-cash credit in respect of the change in fair value of warrants of £40.2m (2021: charge of £55.2m). In the prior year, the Group granted a share warrant in connection with entering into an agreement with a major fleet customer. The share warrant liability is subject to re-measurement to fair value at each balance sheet date. The revaluation is a non-cash item and there is no ability by the customer to request that the warrant is cash exercised. The fair value increase is linked to the valuation of the Group at the year-end.

 

The Directors performed an assessment of the effects of a change in legislation on the level of inventories related to the legacy product range and have included a slow-moving inventory provision of £3.5m in the results for the year ended 31 December 2022 (year ended 31 December 2021: £1.5m).

Other information and explanations

The Group continued to invest in development of its EO Cloud Applications and during the year capitalised £3.5m (2021: £2.6m) with several projects providing a significant enhancement to the customer’s experience in managing products sold by the Group.

 

As part of the Group’s growth strategy, during 2022 and 2023 the Group expanded international business operations through the establishment of a US legal entity EO Charging US, Inc, EO Charging Italy SRL, EO Charging (New Zealand) Pty Limited and EO Charging (Australia) Pty Limited. These companies will extend service offerings to customers in territory for turn-key solutions and sales of hardware.

 

In August 2021, the Company took out a loan with Barclays Plc of £7.7m to fund business growth. The loan was taken for a fixed term of one year and was repaid in full in August 2022. The existing shareholders continued to support the Company by advancing loans totalling £27.9m as at 31 December 2022.

 

In February 2023, the Group completed an equity capital raise of £64.4m, including the conversion of shareholder loans. Of the £64.4m raised, a new investor, Fleetwood Energy Investments Limited (a subsidiary company of Vortex Energy), subscribed £32.5m of fresh capital on completion by way of subscription for new shares.

 

Looking forward, with new financial backing, the directors are confident that the Group is well positioned to execute its vision to be the global leader in EV fleet charging.

 

JUUCE LIMITED
T/A "EO CHARGING"
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 5 -

On behalf of the board

Mr C H Jardine
Director
12 March 2024
JUUCE LIMITED
T/A "EO CHARGING"
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 6 -

The directors present their annual report and financial statements for the year ended 31 December 2022.

Results and dividends

The results for the year are set out on page 15.

No ordinary dividends were paid. The directors do not recommend payment of a dividend.

Directors

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

Mr J C Jardine
Mr C H Jardine
Mrs K Tew
(Resigned 21 February 2023)
Mr C Campbell
Mr S J Horley
(Resigned 21 February 2023)
Mr M F N Resta
(Appointed 21 February 2023)
Mr B Abdel-Wahab
(Appointed 21 February 2023)
Mr K Moussa
(Appointed 21 February 2023)
Research and development

The Group continues to research and develop improvements and enhancements to its current products and services and is committed to bringing industry-leading products to market.

Post reporting date events

 

Shareholder loans

In January 2023 a further loan totalling £2m was advanced by Renewable Energy and Environmental Infrastructure Fund II (REEIF II), the loan had a maturity date of 4 February 2024 and bears interest at 30% per annum - accruing daily and capitalised quarterly.

 

New capital raise

In February 2023, the Company completed an equity capital raise of £64.4m. Of the £64.4m raised, a new investor Fleetwood Energy Investments Limited (a subsidiary company of Vortex Energy) subscribed £32.5m of fresh capital on completion of the raise by way of subscription for a new D class of preference share (‘D Shares’), the rights attached are set out below in further detail. Furthermore, existing shareholders, REEIF II, and John Jardine, converted £31.5m and £0.3m respectively of existing shareholder debt into D Shares.

 

The new class of D Shares benefit from a 2 times preference (‘the Minimum D Shareholder Return’) on monies invested as D Shares, with catch-up for all other shareholders once the D shareholders have received the Minimum D Shareholder Return. Other rights include board representation and investor consent rights.

 

The new capital raise described above triggered mandatory prepayment of the existing shareholder loan balances. REEIF II and John Jardine waived their rights to repayment and converted their loan balances into D Shares as explained above. Details of all mandatory prepayments triggered post year end are disclosed below;

 

JUUCE LIMITED
T/A "EO CHARGING"
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 7 -
Future developments

It is expected that for the foreseeable future, the Group will continue to provide turn-key solutions with the UK’s and Europe’s leading public sector companies as the EV market enters a rapid growth phase as more EV models are released by car manufacturers and wider public appreciation of the benefits of EV travelling including cheaper cost and lower emissions increases.

 

The Group continues to assess the business, however as a result of continued growth it anticipates future evaluations of the business through branches and service offerings to the customers including but not limited to Hardware, eBus & Fleet turn-key solutions and post-sale service offerings.

 

Auditor

Ensors Accountants LLP were appointed as auditor and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of directors' responsibilities

The directors are responsible for preparing 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 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 or of the Group and company 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 and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the 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 parent company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

Each Director in office at the date of approval of this annual report confirms that:

 

This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

 

In consideration of the above, the directors refer to the Financial Reporting paragraph within the Strategic Report.

JUUCE LIMITED
T/A "EO CHARGING"
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 8 -
Directors' Indemnities
Directors' and officers' insurance cover has been established for all Directors to provide appropriate cover for their reasonable actions on behalf of the Company. The indemnities, which constitute a qualifying third-party indemnity provision as defined by section 234 of the Companies Act 2006, were in force during the 2022 financial year and remain in force for all current and past Directors of the Company.
On behalf of the board
Mr C H Jardine
Director
12 March 2024
JUUCE LIMITED
T/A "EO CHARGING"
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF JUUCE LIMITED
- 9 -

Disclaimer of opinion

We were engaged to audit the financial statements of Juuce Limited (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 31 December 2022 which comprise the group statement of comprehensive income, the group and parent company statement of financial position, the group and parent company statement of changes in equity, the group statement of cash flows and the group and parent company notes to the financial statements, including significant accounting policies.

 

The financial reporting framework that has been applied in their preparation is applicable law and UK adopted International Accounting Standards.

We do not express an opinion on the accompanying financial statements of the parent company and the group. Because of the significance of the matters described in the basis for disclaimer of opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

Basis for disclaimer of opinion

Both the parent company and the group did not keep adequate accounting records that were sufficient to show and explain either the parent company or the group's transactions and disclose with reasonable assurance at any time the financial position of the parent company and the group and enable them to ensure that the financial statements comply with the both the Companies Act 2006 and UK adopted International Accounting Standards.
As a result, we have been unable to satisfy ourselves over a number of area's of the financial statements which when taken in aggregate have led us to conclude that the possible effects on the financial statements could be both material and pervasive as follows: -
1.      Opening balances and comparative financial information
The comparative financial information was unaudited as a result of a disclaimer of opinion and it has not been possible to obtain sufficient appropriate audit evidence to confirm the accuracy of opening balances as at 1 January 2022 and the comparative financial information. Any adjustment to the opening balances as at 1 January 2022 would have a consequential effect on the Statement of Comprehensive Income for the year ended 31 December 2022 and therefore we have not been able to form an opinion in respect of comparative financial information, opening balances as at 1 January 2022 and amounts included within the Statement of Comprehensive Income.
2.      Contracts with customers – over time
We were unable to confirm or verify that contracts with customers recognised over time which include full turnkey solutions such as hardware, installation, software, and support and maintenance are recognised in accordance with the requirements of IFRS 15 “Revenue from Contracts with customers”. We were unable to obtain supporting information and explanations for conclusions reached regarding the 5-step model. Additionally, we were unable to obtain all information and explanations in regard to project income  including the stage of completion of the relevant projects as at the year end. As a result, we have been unable to ascertain whether contract liabilities of £5,567,315 and contract assets £714,291 are materially stated within the Statement of Financial Position.
JUUCE LIMITED
T/A "EO CHARGING"
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF JUUCE LIMITED
- 10 -
3.      Contracts with customers – point in time
Both the parent company and group entered into contracts with distributors and wholesalers with terms agreed on a customer-by-customer basis. We have been unable to obtain sufficient appropriate audit evidence to confirm the terms of the agreements and are therefore unable to conclude on the appropriateness of the accounting policy in place including right of return agreements. At 31 December 2022, both the parent company and group have recognised refund liabilities of £2,286,645 in addition to inventory assets for goods to be returned of £1,083,990. Both the parent company and group have subsequently looked to provide for the returned goods. However due to a lack of supporting evidence we were unable to quantify the value of provision which related to the returned goods. Both the parent company and group have not considered rebate accruals at 31 December 2022 as part of these agreements with distributors, with other evidence suggesting that this should have been considered. As a result, we have not been able to conclude over the balances mentioned.

Furthermore, the parent company entered into contracts with consumers for the sale and installation of hardware. Management have been unable to provide us with supporting information and explanation for either the accounting policy applied and the nature of these transactions. Both the parent company and group recognised material revenue within the Statement of Comprehensive Income for the year ended 31 December 2022 in this regard and we have not been able to obtain a sufficient understanding over the revenue stream in the absence of supporting information and explanations. Accordingly, we cannot conclude on whether the Statement of Financial Position is materially misstated as a result of these transactions.
4.      Project costs and associated balances
In relation to contracts performed over time, both the parent company and group incurs associated costs. We have not been able to gain satisfaction from management that costs are being recognised in accordance with UK adopted International Accounting Standards as a result of a lack of information and explanations concerning the recognition of costs and associated balances. We have been unable to obtain sufficient appropriate evidence, including the receipt of purchase invoices, to support Statement of Financial Position balances at the 31 December 2022 year-end including £2,510,537 of project prepayments and £986,458 project accruals and are therefore unable to conclude whether or not the balances are free from material misstatement.
5.      Inventory valuation and existence
We have not been provided with sufficient information and explanations or supporting documentation for variances identified in pricing and, as a result, we have not been able to establish whether the valuation of £4,141,619 as at 31 December 2022 has been performed in accordance with the requirements of IAS 2 “Inventories”. Management have also calculated provisions against inventory as at 31 December 2022  for which we have been unable to obtain either supporting breakdowns of or suitable justification for the amounts provided.

Furthermore, at the year end we performed a count of physical inventories. Information was subsequently provided by management which indicated the inventory records provided to us at the year end were not complete. We were unable to satisfy ourselves by alternative means concerning both the parent company and group inventory quantities held at 31 December 2022 and consequently are unable to conclude the balance is free from material misstatement.

Accordingly, we have been unable to determine whether or not the inventory balance as at 31 December 2022 in relation to both the parent company and group is free from material misstatement.
6.      Warranty Provision
Management have been unable to provide sufficient supporting information for the pricing included within the warranty provision of £758,342 as at 31 December 2022 and therefore we have been unable to conclude whether or not the balance is free from material misstatement.
JUUCE LIMITED
T/A "EO CHARGING"
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF JUUCE LIMITED
- 11 -
7.      Warrant Asset and Liability
Management have valued the share warrant liability at £27,049,805 at the year ended 31 December 2022, the fair value is derived from management forecasts of turnover and actual results for the year then ended.  We have been unable to obtain sufficient appropriate audit evidence over the other matters listed herein, including revenue. Accordingly, we were unable to satisfy ourselves in relation to both the completeness and accuracy of the values included in these calculations and the assumptions applied in the calculation of the carrying value of the financial liability. As a result, we were unable to determine whether or not the warrant liability was free from material misstatement.

The share warrant asset has been included with a value of £401,654 as at 31 December 2022. The share warrant asset's value is derived based on revenue during the year and total expected revenue over the warrant term. Due to not being able to satisfy ourselves regarding revenue within the year or total expected revenue, we have been unable to conclude whether this balance is free from material misstatement.
8.      Development costs
Based on information and explanations provided to us we have been unable to satisfy ourselves as to whether internally generated intangibles assets with a carrying value of £5,877,287 at 31 December 2022 have been recognised in accordance with IAS 38 “Intangibles assets”. We are  therefore unable to conclude whether or not this balance is free from material misstatement.
9.      Impairment of Goodwill
During the year ended 31 December 2021, goodwill of £260,000 was fully impaired and written off through the Statement of Comprehensive Income. It was identified within the audit report for the year ended 31 December 2021 that management had not  prepared an impairment assessment and therefore the previous auditors were not able to gain sufficient assurance over the impairment of the goodwill. Management have since provided to us an impairment assessment in respect of the goodwill. However, this has not been prepared in accordance with IAS 36 “Impairment of assets” and we are therefore unable to conclude the carrying value of Goodwill of  £nil is not materially misstated.
10.    EO Charging US, Inc Transactions
During the year end 31 December 2022, EO Charging US, Inc was incorporated and began trading and thus forms part of these consolidated financial statements. We have not been provided with sufficient supporting evidence for the transactions reported by this entity for consolidation purposes; specifically in relation to revenue, inventories and right of returns which have been included within points 3 and 5 above. We have been unable to verify associated costs recognised in relation to hardware sales and have not been able to gain assurance on the potential impact on the Statement of Financial Position including a year end value within trade and other payables of £436,120. Further to the above, we have been unable to gain comfort over an intercompany balance between the parent company and EO Charging US, Inc of £1,184,650 and whether transactions have been accounted for correctly between these companies with the impact on the individual parent company financial statements unknown.
11.    Prepayments
We have been unable to obtain sufficient audit evidence over £589,753 of prepayments and were not able to verify the accuracy, valuation, or existence of this balance and therefore we have been unable to conclude whether this balance is free from material misstatement.
12.
Cashflows
The Statement of Cash Flows has been prepared under the Indirect Method in accordance with IAS 7 and as a result the extent to which the audit was capable of detecting material misstatements within the Statement of Cash Flows was limited by the matters described above in our Basis of disclaimer opinion.
JUUCE LIMITED
T/A "EO CHARGING"
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF JUUCE LIMITED
- 12 -

Opinions on other matters prescribed by the Companies Act 2006

Because of the significance of the matters described in the basis for disclaimer of opinion section of our report, we have been unable to form an opinion, whether based on the work undertaken in the course of the audit:

Matters on which we are required to report by exception

Notwithstanding our disclaimer of an opinion on the financial statements, in the light of the knowledge and understanding of the parent company and the group and its environment obtained in the course of the audit performed subject to the pervasive limitations described above, we have not identified material misstatements in the Strategic Report or the Directors' Report.

 

Arising from the limitation of our work, as described above:

 

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 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our responsibility is to conduct an audit of the parent company and group financial statements in accordance with International Standards on Auditing (UK) and to issue an auditor’s report.

                            

However, because of the matters described in the basis for disclaimer of opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

 

We are independent of the parent company and the group 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.

 

JUUCE LIMITED
T/A "EO CHARGING"
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF JUUCE LIMITED
- 13 -
Extent to which the audit was 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:

 

 

 

We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur, by discussing with management and the Directors to understand where it is considered there was a susceptibility of fraud.

 

 

The specific work we have undertaken to address the risk of fraud in the financial statements has included:

 

 

 

 

 

JUUCE LIMITED
T/A "EO CHARGING"
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF JUUCE LIMITED
- 14 -

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that 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, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it. In addition, the extent to which the audit was capable of detecting irregularities, including fraud, was limited by the matters described in the Basis for disclaimer of opinion section of our report.

 

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

 

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditor responsibilities. This description forms part of our auditor’s 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 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Christopher Barrett (Senior Statutory Auditor)
For and on behalf of Ensors Accountants LLP
12 March 2024
Chartered Accountants
Statutory Auditor
Saxon House
Moseley's Farm Business Centre
Fornham All Saints
Bury St Edmunds
IP28 6JY
JUUCE LIMITED
T/A "EO CHARGING"
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
- 15 -
2022
2021
as restated
Notes
£
£
Revenue
5
14,971,986
17,022,321
Cost of sales
(13,642,441)
(16,470,742)
Gross profit
1,329,545
551,579
Other operating income
-
170,604
Distribution costs
7
(187,294)
(190,009)
Administrative expenses
7
(22,517,204)
(11,947,989)
Change in fair value of warrants
6
40,196,674
(55,247,812)
Operating profit/(loss)
7
18,821,721
(66,663,627)
Finance expenses
10
(3,338,616)
(642,527)
Profit/(loss) before taxation
15,483,105
(67,306,154)
Income tax (expense)/benefit
11
(40,059)
660,302
Profit/(loss) for the year
31
15,443,046
(66,645,852)
Other comprehensive income:
Items that may be reclassified to profit or loss
Currency translation differences:
- Translation loss arising in the year
30
(54,480)
-
0
Total items that may be reclassified to profit or loss
(54,480)
-
0
Total other comprehensive loss for the year
(54,480)
-
0
Total comprehensive income for the year
15,388,566
(66,645,852)
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.
The notes on pages 21 to 69 form an integral part of these group financial statements.
JUUCE LIMITED
T/A "EO CHARGING"
GROUP STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2022
31 December 2022
- 16 -
2022
2021
as restated
Notes
£
£
Non-current assets
Intangible assets
12
5,877,287
3,806,558
Property, plant and equipment
13
420,422
340,545
Right-of-use assets
14
679,248
835,906
Other receivables
17
-
0
556,878
Deferred tax asset
24
-
0
1,079
6,976,957
5,540,966
Current assets
Inventories
16
4,141,619
1,782,835
Trade and other receivables
17
11,388,107
11,400,646
Current tax recoverable
18
600,224
818,738
Cash and cash equivalents
19
849,048
1,640,833
16,978,998
15,643,052
Current liabilities
Trade and other payables
21
16,180,238
14,392,513
Current warrants
22
10,342,573
19,778,376
Loans and borrowings
20
-
0
7,859,339
Lease liabilities
23
283,581
446,045
Provisions
25
758,342
730,823
Contract liabilities
5
5,567,315
2,178,857
33,132,049
45,385,953
Net current liabilities
(16,153,051)
(29,742,901)
Non-current liabilities
Non-current warrants
22
16,707,232
47,468,103
Loans and borrowings
20
30,551,248
-
0
Lease liabilities
23
313,518
298,679
Provisions
25
-
0
115,282
Contract liabilities
5
-
0
52,659
47,571,998
47,934,723
Net liabilities
(56,748,092)
(72,136,658)
JUUCE LIMITED
T/A "EO CHARGING"
GROUP STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT
31 DECEMBER 2022
31 December 2022
2022
2021
as restated
Notes
£
£
- 17 -
Equity
Called up share capital
27
197
197
Share premium account
28
5,659,377
5,659,377
Currency translation differences
30
(54,480)
-
0
Equity reserve
29
88,786
88,786
Retained earnings
31
(62,441,972)
(77,885,018)
Total equity
(56,748,092)
(72,136,658)

The notes on pages 21 to 69 form an integral part of these group financial statements.

The consolidated financial statements were approved and authorised for issue by the Board on
6 March 2024
06 March 2024
and are signed on its behalf by:
Mr C H Jardine
Director
Company registration number 09314212
JUUCE LIMITED
T/A "EO CHARGING"
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 18 -
Share capital
Share premium account
Equity reserve
Currency translation reserve
Retained earnings
Total
£
£
£
£
£
£
Balance at 1 January 2021
197
5,659,377
63,216
-
0
(11,239,166)
(5,516,376)
Year ended 31 December 2021:
Loss and total comprehensive loss (as restated)
4
-
-
-
-
(66,645,852)
(66,645,852)
Transactions with owners:
Share based payments
32
-
-
25,570
-
-
25,570
Balance at 31 December 2021 (as restated)
197
5,659,377
88,786
-
0
(77,885,018)
(72,136,658)
Year ended 31 December 2022:
Profit for the year
-
-
-
-
15,443,046
15,443,046
Other comprehensive income:
Currency translation differences
30
-
-
-
(54,480)
-
0
(54,480)
Total comprehensive income
-
-
-
(54,480)
15,443,046
15,388,566
Balance at 31 December 2022
197
5,659,377
88,786
(54,480)
(62,441,972)
(56,748,092)

The notes on pages 21 to 69 form an integral part of these group financial statements.

JUUCE LIMITED
T/A "EO CHARGING"
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 19 -
2022
2021
as restated
Notes
£
£
£
£
Cash flows from operating activities
Profit / (loss) for the year
15,443,046
(66,645,852)
Adjustments for:
Income tax charge/(benefit)
40,059
(660,302)
Finance expenses
10
3,338,616
642,527
Gain on disposal of property, plant and equipment
(32,878)
-
Depreciation of property, plant and equipment
13
161,574
121,324
Depreciation of right-of-use assets
14
328,762
220,990
Amortisation of intangible assets
12
943,312
493,721
Change in fair value of warrants
6
(40,196,674)
55,247,812
Non-cash amortisation of warrant asset
5
180,595
129,000
Share-based payment expense
32
-
25,570
ECL provision movement
26
925,233
102,520
Impairment of goodwill
12
-
260,000
Intangible disposals written off
12
489,357
-
Movements in working capital
Increase in inventories
16
(2,358,784)
(379,057)
(Increase)/decrease in contract assets
5
(31,332)
28,250
Increase in trade and other receivables
(505,084)
(1,795,250)
Increase in contract liabilities
5
3,335,799
1,799,516
Increase in trade and other payables
1,659,674
4,002,320
(Decrease)/increase in provisions
25
(87,763)
758,342
(31,809,534)
60,997,283
Interest paid
-
(123,000)
Tax received
179,534
110,000
Net cash outflow from operating activities
(16,186,954)
(5,661,569)
Investing activities
Purchase of intangible assets
(3,405,008)
(2,065,290)
Purchase of property, plant and equipment
(187,693)
(332,000)
Proceeds from disposal of property, plant and equipment
-
17,000
Net cash used in investing activities
(3,592,701)
(2,380,290)
JUUCE LIMITED
T/A "EO CHARGING"
GROUP STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
2022
2021
as restated
Notes
£
£
£
£
- 20 -
Financing activities
Proceeds from shareholder loans
37
27,960,000
-
Transaction costs relating to debt financing
37
(112,287)
-
Payment on shareholder loans
37
(39,692)
Proceeds from revolving credit facility
37
-
9,030,000
Payment on revolving credit facility
37
(8,417,320)
(1,382,000)
Interest on revolving credit facility
37
-
(211,339)
Payment of SPAC transaction costs
-
(387,000)
Payment of lease liabilities
23
(348,353)
(228,067)
Net cash generated from financing activities
19,042,348
6,821,594
Net decrease in cash and cash equivalents
(737,307)
(1,220,265)
Cash and cash equivalents at beginning of year
1,640,833
2,861,098
Effect of foreign exchange rates
(54,478)
-
Cash and cash equivalents at end of year
849,048
1,640,833
Relating to:
Bank balances and short term deposits
19
849,048
1,640,833
Please refer to note 37 for further information supporting the statement of cash flows.
The notes on pages 21 to 69 form an integral part of these group financial statements.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 21 -
1
Accounting policies
Company information

Juuce Limited (the 'Company' and together with it's subsidiaries 'Juuce' or the 'Group') is a private company limited by shares incorporated and domiciled in England and Wales (registered number 09314212). The registered office is Tomo House, Tomo Road, Stowmarket, IP14 5AY. The Group's principal activities and nature of its operations are disclosed in the Directors' Report.

 

The Group consists of Juuce Limited and all of its subsidiaries, see note 15 for full details.

1.1
Accounting convention

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

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

The Group's financial statements have been prepared on the historical cost basis except for financial instruments that are measured at fair value, as explained in the accounting policies below.

 

The accounting policies set out below have been applied to all periods presented in these Group financial statements.

1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Juuce Limited together with all entities controlled by the parent company (its subsidiaries). The year ended 31 December 2022 is the first period the Group has presented it's consolidated financial statements.

 

All financial statements are made up to 31 December 2022. 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.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 22 -
1.3
Business combinations

The cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill.

The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date.

 

Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date.

 

The Group applies the acquisition method of accounting to account for business combinations. The consideration transferred for the acquisition of a business is the fair value of the assets transferred, the liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. The Group recognises identifiable assets acquired and liabilities assumed in a business combination regardless of whether they have been previously recognised in the acquiree's financial statements prior to the acquisition. Goodwill is stated after separate recognition of identifiable intangible assets. It is calculated as the excess of the sum of a) fair value of consideration transferred, b) the recognised amount of any noncontrolling interest in the acquiree and c) acquisition-date fair value of any existing equity interest in the acquiree, over the acquisition-date fair values of identifiable net assets. If the fair values of identifiable net assets exceed the sum calculated above, the excess amount (i.e., gain on a bargain purchase) is recognised in profit or loss immediately.

 

In certain cases, consideration is dependent on the continued employment of the vendor, and in other cases these are not dependent on employment condition. These amounts have been determined at acquisition date based on the terms of the purchase agreements and the expected future performance based on the information available at the reporting period and may vary depending on actual results.

 

Goodwill represents the excess cost of a business combination over the Group’s interest in the fair value of identifiable assets, liabilities and contingent liabilities acquired.

 

Cost comprises the fair value of assets given, liabilities assumed, and equity instruments issued, plus the amount of any non-controlling interests in the acquiree plus, if the business combination is achieved in stages, the fair value of the existing equity interest in the acquiree. Direct costs of acquisition are recognised immediately as an expense in the statement of comprehensive income.

 

Goodwill is capitalised as an intangible asset with any impairment in carrying value being charged to the statement of comprehensive income.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not subsequently reversed.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 23 -
1.4
Going concern

The accompanying financial statements of the Group have been prepared assuming the Group will continue as a going concern, which assumes that it will continue in operation for at least a period of one year after the date these financial statements are issued and contemplates the realisation of assets and the satisfaction of liabilities in the normal course of business. true

 

Since inception, the Group has primarily financed its activities by bank borrowings and regular financing injections from its majority shareholders. The Group has experienced recurring losses since its inception. As of 31 December 2022, the Group had cash and cash equivalents of £0.8 million (2021: £1.6 million). Management expects to incur additional losses and cash outflows in the foreseeable future in connection with development of its operating activities. Ultimately, the attainment of profitable operations is dependent on future events, including obtaining adequate financing to fulfil its development activities and generating a level of revenues adequate to support the Group’s cost structure.

 

In February 2023, to support the Group’s financial performance, the Group completed an equity capital raise of £64.4m, including the conversion of shareholder loans. Of the £64.4m raised, a new investor, Fleetwood Energy Investments Limited (a subsidiary company of Vortex Energy) subscribed £32.5m of fresh capital on completion by way of subscription for new shares.

 

The Directors have prepared, and considered, detailed trading and cash flow projections for the period through March 2025 which indicate that the Group will require further support from its existing shareholders in this period. The shareholders have confirmed their continuing support to ensure the Group have sufficient resources to continue serving the business’ financial obligations as and when they fall due and is able to trade as a going concern. If results of operations for the period under review do not meet management's expectations, sufficient cost leverages remain within their ability to reduce expenditures and investment levels. The Group could also pursue other sources of financing.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 24 -
1.5
Revenue

The Group recognises revenue from two main revenue streams:

 

 

To determine whether to recognise revenue, the Group follows a five-step process:

 

 

For sales of hardware and software to distributors, wholesalers, installers, commercial customers and consumers the contract with the customer is defined by a purchase order made by the customer and accepted by the Group. Acceptance of the purchase order indicates enforceable rights and obligations to the contract. The performance obligations under these types of sales are split across hardware, software and warranties to be provided under the purchase order. The transaction price for each performance obligation is based on the standalone selling price for which the Group would sell the hardware and software to similar customers under similar terms. There is no variable consideration under these arrangements. The performance obligations associated with hardware are satisfied at a point in time when control of the hardware is passed to the customer. Revenue from performance obligations associated with software are satisfied over time on a straight-line basis over the agreed period of the right-of-access granted under the purchase order.

 

Historical experience enables the Group to estimate reliably the value of orders that will be cancelled and restrict the amount of revenue that is recognised such that it is highly probable that there will not be a reversal of previously recognised revenue when goods are returned.

 

In arrangements involving turnkey solutions to corporate customers, Juuce often enters into Master Services/Supply Agreements (“MSA”), which will govern the contractual relationship between Juuce and the customer. The performance obligations are then defined more specifically through a work order and/ or purchase order, which is created within the terms of the MSA. Therefore, an enforceable right to revenue is created on acceptance of a work order and/or purchase order by the customer and Juuce. The types of performance obligations that could be included within these work orders and/or purchase orders includes hardware and embedded firmware, installation, software, operation and maintenance services, and other professional services, being project management, surveys and design. Each of these would represent a separate performance obligation under the work order. The transaction price for each performance obligation is fixed under the terms of the work order and/or purchase order and is based on the standalone selling price at which the Group would sell each item to similar customers under similar terms. While some contracts include service level credits, the Group has historically delivered to expected service levels and therefore does not consider variable consideration within these types of contracts with customers. The performance obligations associated with hardware are satisfied at a point in time when control of the hardware is passed to the customer, which in most cases is when the equipment is fully commissioned. For installation services, the Group recognises revenue over the course of the contract. Revenue from performance obligations associated with software are satisfied over time on a straight-line basis over the agreed period of the right-of-access granted under the purchase order. Operation and maintenance services and other professional services are transferred over a period of time and are indicative of a stand ready performance obligation, as the customer benefits from these services evenly over the contract term. Therefore, the performance obligation is satisfied over a period of time and the input method currently best depicts the transfer of benefit.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 25 -
1.5
Revenue (continued)

Under both types of contracts, the Group recognises contract liabilities for consideration received in respect of unsatisfied performance obligations and reports these amounts as a contract liability in the statement of financial position. Similarly, if the Group satisfies a performance obligation before it receives consideration, the Group recognises either a contract asset or receivable in the statement of financial position, depending on whether something other than the passage of time is required before the consideration is due. Invoices for goods or services transferred are due upon receipt by the customer. For stand-alone sales of goods, control transfers at the time in which the goods are dispatched.

 

Amounts recognised in revenue under both streams identified above are not adjusted for the effects of significant financing components as the Group expects that at contract inception the period in which the goods and/or services are transferred to the customer and when the customer pays for such goods and/or services will be one year or less. Similarly, the Group recognises any costs incurred in obtaining a contract with a customer as an expense in the year in which incurred as the underlying asset in relation to the contract is expected to be one year or less.

 

Included within the contracts with the customers, the Group provides a standard 1 or 3 year warranty as a standard assurance for the equipment. The warranty is standard in all equipment purchase contracts and may not be purchased separately. The warranty provides assurance that a product will function as expected and in accordance with certain specifications. All products sold come with this 1 or 3 year warranty, with the option for the customer to extend for another 1 to 2 years. When the optional extended warranty is purchased, a separate performance obligation is identified, and revenue is recognised over the life of the warranty extension. The Group includes a provision for expected warranty obligation costs within cost of sales. Note 3 provides further information on how this expected amount is calculated.

 

1.6
Goodwill

Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less impairment losses.

 

The gain on a bargain purchase is recognised in profit or loss in the period of the acquisition.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not subsequently reversed.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 26 -
1.7
Intangible 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.

 

Research costs are expensed as incurred. Development costs, including the design, construction and testing of EV charging software and hardware, are only recognised as internally generated intangible assets if all recognition criteria according to IAS 38, Intangible Assets, are met. Expenses that can be directly allocated to development projects are capitalised provided that:

 

 

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:

 

Amortisation charges are recognised within administrative expenses in the income statement when a project is complete.

1.8
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

 

Depreciation and impairment charges are recognised within administrative expenses in the income statement.

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

Leasehold improvements
Over the shorter of the lease term or useful economic life
Fixtures, fittings & equipment
20% reducing balance
Plant and machinery
25% straight line
Computer equipment
33% straight-line
Motor vehicles
25% reducing balance

In the case of right-of-use assets, expected useful lives are determined by reference to comparable owned assets or the lease term, if shorter.

 

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 income statement.

 

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 27 -
1.9
Impairment of tangible and intangible assets

At each reporting end date, the group reviews the carrying amounts of its tangible 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 group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.

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.

 

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 within the statement of comprehensive income.

1.10
Inventories

Inventories are initially recognised at cost, and subsequently stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

1.11
Cash and cash equivalents

Cash and cash equivalents 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.

1.12
Financial assets

Financial assets are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 28 -
1.12
Financial assets (continued)
Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary. The effects of discounting within the effective interest method are omitted if immaterial. Where the contractual cash flows of the financial asset are renegotiated or otherwise modified the financial asset is recalculated at the present value of the modified contractual cash flows discounted at the financial asset’s original effective interest rate.

Expected credit losses

Expected credit loss impairments are recognised in respect of financial assets measured at amortised cost immediately on initial recognition of the respective financial asset. The Group applies the IFRS 9 simplified approach to measuring expected credit losses using a lifetime expected credit loss provision for trade receivables and contract assets. To measure expected credit losses on a collective basis, trade receivables and contract assets are grouped based on similar credit risk and ageing. The contract assets have similar risk characteristics to the trade receivables for similar types of contracts. The expected loss rates are based on the Group’s historical credit losses experienced over the three-year period prior to the period end. The historical loss rates are then adjusted for current and forward-looking information on macroeconomic factors affecting the Group’s customers.

 

All trade receivables were categorised into two main buckets, these being private and business customers. For each group of receivables an historical period of sales were reviewed to determine the value of cash losses. The historical data used was of a sufficient period to ensure that this was a valid representation of loss patterns to determine the historical default rate for each bucket, the payment profile for the receivables arising in the historical period of sales was reviewed. The historical loss rate was determined by dividing the ultimate loss by the outstanding amount in the relevant bucket at that point in time.

 

A review was then undertaken to reflect current and forward-looking information that might affect the ability of customers to settle the receivable. Factors considered were, the client base, the fact that we have stringent credit checks in place, with a number of clients required to pay in advance until they have built up good credit history with the Group, consideration was also given to the impact of changes in the economic, regulatory and technological environment for example industry outlook, GDP and other external market indicators. No adjustment was deemed necessary following this review.

 

A separate review was also undertaken for any receivable where the Group felt that there was no reasonable expectation of recovering the debt in its entirety.

 

At each reporting date, the Group assesses whether there has been a significant increase in credit risk for exposures since initial recognition by comparing the change in the risk of a default occurring over the expected life of the instrument between the reporting date and the date of initial recognition. A financial instrument is considered to have experienced a significant increase in credit risk if the counterparty meets one or more of the following criteria:

 

 

A backstop is applied, and the financial instrument is considered to have experienced a significant increase in credit risk if the borrower is more than 90 days past due on its contractual payments.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 29 -
1.12
Financial assets (continued)

The Group defines a financial instrument as in default, which is fully aligned with the definition of credit- impaired, when the borrower is more than 90 days past due on its contractual payments and/or the borrower meets unlikeliness to pay criteria, which indicates the borrower is in significant financial difficulty.

 

These are instances where:

 

 

The above criteria are applied to all financial instruments held by the Group and are consistent with the definition of default used for internal credit risk management purposes. The default definition has been applied consistently to model the probability of default, exposure at default and loss given default throughout the Group’s expected credit loss calculations.

 

An instrument is considered to no longer be in default when it no longer meets any of the default criteria for a consecutive period of 6 months. The period of 6 months has been determined based on an analysis which considers the likelihood of a financial instrument returning to default status after curing using different possible cure definitions.

 

An instrument will transition from stage 2 to stage 1 when it no longer meets the criteria for significant increase in credit risk, upon approval by the Group’s treasury team.

 

Measurement of Expected Credit Losses

Expected credit losses are an unbiased probability-weighted estimate of credit losses. A credit loss is the difference between the cash flows that are due to the Group in accordance with the contract and the cash flows that the Group expects to receive discounted at the asset’s original effective interest rate. The probabilities are assigned to economic scenarios, and the expected credit loss is the probability-weighted average of the credit loss calculation of the economic scenarios. Expected credit losses are measured as follows:

 

Financial assets that are not credit-impaired at the reporting date:

 

Stage 1: as the present value of all cash shortfalls over the expected life of the financial asset due to default events within the next 12 months, discounted by the effective interest rate. The cash shortfall is the difference between the cash flows due to the Group in accordance with the contract and the cash flows that Juuce expects to receive.

 

Stage 2 (underperforming): as the present value of all cash shortfalls over the expected life of the financial asset discounted by the effective interest rate.

 

Financial assets that are credit-impaired at the reporting date: as the difference between the gross carrying amount and the present value of estimated future cash flows discounted by the effective interest rate.

 

Undrawn loan commitments: as the present value of the difference between the contractual cash flows that are due to the Group if the commitment is drawn down and the cash flows that the Group expects to receive.

 

Financial guarantee contracts: as the expected payments to reimburse the holder less any amounts that the

Group expects to recover.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 30 -
1.12
Financial assets (continued)

Expected credit losses are calculated using three main components, probability of default, exposure at default and loss given default. These parameters are generally derived from internally developed statistical models combined with historical, current and forward-looking customer and macro-economic data. The 12-months and lifetime probability of default represent the expected point-in-time probability of a default over the next 12 months and remaining lifetime of the financial instrument, respectively, based on conditions existing at the balance sheet date and future economic conditions that affect credit risk. The exposure at default represents the expected exposure at default, considering the repayment of principal and interest from the balance sheet date to the default event together with any expected drawdown of a facility. The loss given default represents expected loss conditional on default, considering the mitigating effect of collateral, its expected value when realised and the time value of money.

 

The 12-months expected credit loss is equal to the discounted sum over the next 12-months of monthly probability of default multiplied by loss given default and exposure at default. Lifetime expected credit loss is calculated using the discounted sum of monthly probability of default over the full remaining life multiplied by loss given default and exposure at default.

 

Forward-looking information

The Group has performed historical analysis and identified the key economic variables impacting credit risk and expected credit losses for each portfolio. This analysis considered a range of relevant forward-looking macro-economic assumptions for the determination of unbiased general industry adjustments and any related specific industry adjustments that support the calculation of expected credit losses. Macro-economic factors taken into consideration are unemployment rates, gross domestic product and inflation, and require an evaluation of both the current and forecast direction of the macro-economic cycle.

 

Incorporating forward-looking information increases the degree of judgement required as to how changes in these macro- economic factors will affect expected credit losses. As the relationship between forward-looking economic scenarios and their associated credit losses are non-linear, in accordance with IFRS 9, a range of forward-looking economic scenarios will be considered to ensure a sufficient unbiased representative sample of the complete distribution is included in determining expected loss.

 

The methodologies and assumptions including any forecasts of future economic conditions are reviewed regularly. As with any economic forecasts, the projections and likelihoods of occurrence are subject to a high degree of inherent uncertainty and therefore the actual outcomes may be significantly different to those projected. The assessment of significant increase in credit risk incorporates the above forward-looking information and is performed annually. Whilst the Group incorporates forward-looking information as per the above, the Group considers additional information received between the reporting date and date of signing and updates the credit losses as appropriate.

 

Modifications of contractual cash flows

Modifications of the contractual cash flows of a financial asset might result in de-recognition of the existing instrument if the existing agreement is cancelled and a new agreement made on substantially different terms or if the terms of an existing agreement are modified such that the renegotiated loan is a substantially different instrument. The date of the modification is the date of initial recognition for the new financial asset when applying the impairment requirements of IFRS 9.

 

Where a modification does not result in de-recognition, the gross carrying amount of the modified asset is adjusted to reflect the revised contractual cash flows. The new gross carrying amount is determined as the present value of the estimated future modified contractual cash flows discounted at the asset’s original effective interest rate. The resulting adjustment is charged to the statement of comprehensive income as a gain or loss on modification.

 

Modified assets are assessed to determine whether a significant increase in credit risk has occurred. The Group considers the credit risk at the reporting date under the modified contractual terms of the asset. This is compared to the credit risk at initial recognition under the original unmodified contractual terms of the financial asset. If this comparison does not show a significant increase in credit risk, the loss allowance is measured at a 12-month expected credit loss.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 31 -
1.12
Financial assets (continued)

Write-off

The gross carrying amount of a financial asset will be reduced when Juuce has no reasonable expectations of recovering the asset. Write-offs can relate to a financial asset in its entirety or to a portion thereof. Such assets are written off against the related credit allowance. Subsequent recoveries of amounts previously written off reduce the amount of the expense in the statement of comprehensive income.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.13
Financial liabilities

The Group recognises financial debt when the group becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value include share warrant obligations and are measured at fair value through profit or loss. Fair value is determined using the Black Scholes valuation model. The inputs used by the Group in such model are detailed further in Note 3.

Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

The Group derecognises a financial liability when its contractual obligations are discharged or cancelled or expire. The Group also derecognises a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

 

On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid (including any non-cash assets transferred, or liabilities assumed) is recognised in profit or loss. The cashflow regarding financial liabilities are presented gross in the cashflow statement regardless of their maturity date.

1.14
Compound instruments

The component parts of compound instruments issued are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.

1.15
Equity instruments

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

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 32 -
1.16
Derivatives

Derivatives embedded in other host contracts are treated as separate derivatives when their risks and characteristics are not closely related to those of the host contracts and the host contracts are not measured at fair value through profit or loss.

1.17
Taxation
Current tax

Taxable profit differs from net profit as reported in the income statement 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 asset for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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 income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the group has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.18
Provisions

The Group has recognised provisions for liabilities of uncertain timing or amount including those for warranty claims. The provision is measured at the best estimate of the expenditure required to settle the obligation at the reporting date, discounted at a pre-tax rate reflecting current market assessments of the time value of money and risks specific to the liability.

1.19
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 inventories or non-current 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 group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.20
Retirement benefits

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

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 33 -
1.21
Share-based payments

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. 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.

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.

 

On cancellations or settlements (including those resulting from employee redundancies) the share options lapse immediately.

1.22
Leases

All leases are accounted for by recognising a right-of-use asset and a lease liability except for:

 

 

Low value leases have been considered as £3,700 (2021: £3,700) or lower. At inception, the Group assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the Group recognises a right-of-use asset and a lease liability at the lease commencement date.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

 

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of other property, plant and equipment. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the Group is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in: future lease payments arising from a change in an index or rate; the Group’s estimate of the amount expected to be payable under a residual value guarantee; or the Group’s assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 34 -
1.22
Leases (continued)

The Group has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

1.23
Grants

Grants are recognised when there is reasonable assurance that the grant conditions will be met and the grants will be received.

1.24
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 the statement of comprehensive profit or loss.

1.25

Share warrant obligations

The Group accounts for warrants to purchase its common shares in accordance with the provisions of IAS 32 – Financial Instruments: Presentation and IFRS 9 – Financial Instruments. The Group classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Group) or (ii) gives the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement).

 

The Group assessed the classification of the warrant as of the date it was issued and determined that such instruments met the criteria for liability classification. The warrant is reported on the statement of financial position as a liability at fair value using the Black-Scholes valuation method. The initial value was recorded as a current liability on the statements of financial position with the common shares underlying the warrant which have vested recorded as contra revenue and the remainder recorded to current assets.

 

The total fair value of the warrant liability is determined at the end of each reporting period by multiplying the fair value of a warrant by the total number of warrants that are expected to vest under the arrangement based on the satisfaction of the specified revenue milestones provided in the warrant. The total number of warrants that are expected to vest is based upon the cumulative revenues that are expected, as determined at the end of each reporting period, to be earned from the customer during a period of 8 years until they expire ending on 10 August 2028. The change in fair value of warrants are recorded through expenses in the statement of comprehensive income.

 

The warrant asset is amortised pro rata over the life of the vesting period of the warrant based on actual and projected revenues. The Group recorded contract revenue of £180,595 during the year ended 31 December 2022 (2021: £129,000). The balance of the warrant asset as of 31 December 2022 was £401,654 (31 December 2021: £582,249).

1.26

Transaction costs

Transaction costs directly attributable to the issuance of new shares that otherwise would have been avoided are deducted from equity. If a transaction is ongoing as at the year end and successful completion is considered probable, the costs are deferred on the balance sheet until the equity instrument is recognised and are included in deferred transaction costs in Trade and other receivables. Transaction costs relating to the listing of shares, whether new or existing , are expensed through profit of loss. Where transaction costs relate jointly to more than one transaction the costs are allocated to each activity. Costs which have been expensed are included in operating cash flows while costs deducted from equity are included as financing cash flows.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 35 -
2
Adoption of new and revised standards and changes in accounting policies
Standards which are in issue but not yet effective

The following IFRS standards, amendments and interpretations have been issued by the International Accounting Standards Board that are effective for periods beginning subsequent to 31 December 2022 that the Group has decided not to adopt early. Management anticipates that all relevant pronouncements will be adopted for the first period beginning on or after the effective date of the pronouncement. New Standards, amendments and interpretations not adopted in the current year have not been disclosed as they are not expected to have a significant impact on the Group's consolidated financial statements, but management are currently assessing the impact of these new accounting standards and amendments:

Amendment to IFRS 17 Insurance contracts for accounting periods commencing on or after 1 January 2023
Amendment to IAS 1 for accounting periods commencing on or after 1 January 2023
Amendment to IAS 8 for accounting periods commencing on or after 1 January 2023
Amendments to IAS 12 for accounting periods commencing on or after 1 January 2023
Amendments to IFRS 16 for accounting periods commencing on or after 1 January 2024
Amendments to IAS 7 for accounting periods commencing on or after 1 January 2024
Amendments to IFRS 7 for accounting periods commencing on or after 1 January 2024
Amendments to IAS 21 for accounting periods on or after 1 January 2025
3
Critical accounting estimates and judgements

The preparation of financial statements under IFRS requires the Group to make estimates and judgements that affect the application of policies and reported amounts. Estimates and judgements are continually evaluated along with other factors including expectations of future events that are believed to be reasonable under the circumstances. Actual results may differ from these estimates.

 

Included below are the areas that management believe require estimates, judgements and assumptions which have the most significant effect on the amounts recognised in the financial statements.

Going Concern

These financial statements have been prepared assuming the Group will continue as a going concern. The going concern basis of presentation assumes that the Group will continue in operation for at least a period of one year after these financial statements are issued and contemplates the realisation of assets and the satisfaction of liabilities in the normal course of business. Going concern has been discussed within Note 1.4 of the accounting policies.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Critical accounting estimates and judgements
(Continued)
- 36 -
Revenue from contracts with customers

The Group recognises two main revenue streams, as per accounting policy Note 1.5.

 

In recognising the sales of full turnkey solutions, the Group estimates the % of completion of a contract at the reporting date by using the output method which recognises revenue based on direct measurements of the value transferred to the customer by using surveys of work performed. The method chosen is based on the nature of the contracts and the terms of the delivery obligations. In estimating the % of completion at the reporting date, management must exercise judgement of the stage of completion. As at 31 December 2022 contract assets and contract liabilities within the Statement of Financial Position relating to such estimates totalled £714,291 and £5,567,315 respectively.

Research and development tax credits

The Group is required to exercise significant judgement in determining the provision for Research and Development tax deductions and allowances. During the ordinary course of business, there are transactions and calculations for which the ultimate tax determination is uncertain. As a result, the Group recognise tax based on estimates of allowable deductions and calculations.

 

The carrying value at the reporting date of corporation tax receivable in relation to research and development tax credits is £600,224 (2021: £818,738).

Development costs

Classification of costs between development costs to capitalise and research costs to expense

 

The Group reviews expenditure, including wages and benefits for employees, incurred on development activities and based on their judgment of the costs incurred and assesses whether the expenditure meets the capitalisation criteria set out in IAS 38 and the intangible assets accounting policy within Note 12 to the Group’s financial statements. The Group specifically considers if additional expenditure on projects relates to maintenance or new development projects.

 

Management must exercise judgement in classifying costs between research and development costs. In the year to 31 December 2022 £3,503,398 (2021: £2,587,472) of development cost has been capitalised with £854,673 (2021: £234,000) of research costs expensed in the statement of comprehensive income.

 

Amortisation of development costs

 

Management estimate the useful economic life of development costs by performing detailed reviews of items capitalised within the financial statements. Management have determined 5 years to be a reasonable estimate based on this assessment. Management considered a useful economic period in excess of 5 years but believe infrastructural changes required to meet legislative amendments, security improvements, and overall product advances indicate 5 years as an appropriate term for amortisation.

 

The total amortisation charge for the year ended 31 December 2022 was £943,312 (2021: £493,721) with a carrying value of intangibles of £5,877,287 (2021: £3,806,558).

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Critical accounting estimates and judgements
(Continued)
- 37 -
Impairment of assets

Goodwill is tested annually for impairment at a cash-generating-unit level (“CGU”) or if an event occurs or circumstances change that could reduce the recoverable amount of a CGU below its carrying value. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit. During the prior year, management fully impaired the value of Goodwill to £nil, as per Note 12.

 

The Group considers impairment of other intangible assets and tangible assets as per accounting policy Note 1.9. Management have determined there are no indicators of impairment as at the reporting date and have therefore not produced an impairment review. The carrying value of such assets are; Intangible assets of £5,877,287 (2021: £3,806,558), property, plant and equipment of £420,422 (2021: £340,545) and right-of-use assets of £679,248 (2021: £835,906).

Unrecognised deferred tax asset

Deferred tax is reviewed at each reporting date as per the Groups accounting policy Note 1.17.

 

At the reporting date, management uses judgement in determining whether a deferred tax asset arises. Based on forecasts, management do not deem it appropriate to recognise a deferred tax asset at the reporting date. The Group's unrecognised deferred tax assets are presented in Note 24.

Overhead & absorption costing

The cost of work in progress and finished goods contains a proportion of variable production overheads (including labour) which are absorbed in to the bill of materials, in addition to a proportion of general fixed overheads. A proportion is calculated using a labour rate per hour based on the salaries of production and production admin staff salaries.

 

The total carrying value of inventories at the reporting date relating to finished goods and work in progress totaled £899,073 (2021: £535,665).

Slow moving stock provision

In line with their accounting policy per Note 1.10, the Group subsequently measures the cost of Inventories at the net realisable value. At the reporting date, management assesses the level of inventories affected by any change in legislation, whilst also taking into consideration demand of the product in local and foreign markets and subsequent sales post year end. The Group carrying value of the inventory provision at the reporting date is £3,411,269 (2021: £1,489,042).

Right to return arrangements

The Group enters into right of return arrangements with wholesalers and distributors, as referred to within accounting policy Note 1.5.

 

Where a right to return exists, sales revenue is reduced to reflect the expected value of returns using the rules relating to variable consideration. Instead of recognising revenue for these expected returns, a refund liability is recognised. The inventory cost of items expected to be returned are also excluded from cost of sales and instead remain within inventory, adjusted for any potential impairment.

 

Management use historical data, and post year end information, to assess the level of returns expected. At the reporting date, management have determined a reduction of £2,286,645 (2021: £nil) to revenue with a corresponding refund in liabilities. Management have recognised £1,083,990 (2021: £nil) of inventory to be returned (with a corresponding reduction in cost of sales), of which £497,710 (2021: £nil) has been provided for.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Critical accounting estimates and judgements
(Continued)
- 38 -
Share warrant obligations
In August 2020, the Company granted 4,216 warrants over Class C ordinary shares to a third-party customer, which vest, subject to the terms and conditions as agreed, based on the aggregate qualifying amount of spending by the customer on Juuce's products or services. The warrants have an exercise price of £2,186.
The Group have determined that the warrants are a derivative instrument and should be classified as a liability in accordance with IAS 32 – Financial Instruments (“IAS 32”): Presentation and IFRS 9 – Financial Instruments. The vested portion is initially recorded at fair value and then revalued at each reporting date. The initial fair value of the warrants of £1,004,146 was recorded as a share warrant obligation with a corresponding long-term asset recognised at inception. The corresponding asset recognised at inception will be amortised as a reduction of revenues on a percentage per pound of revenue generated with the customer. The fair value of the share warrant obligation was revalued as of 31 December 2022 and 31 December 2021. The fair value of the warrants was determined based on the Black-Scholes option pricing model considering the following assumptions:
2022
2021
Exercise Price (£)
2,186
2,186
Fair value of shares (£)
7,489
16,644
Volatility
103%
109%
Risk-free interest rate
4%
1%
Expected warrant life (in years)
3.00
6.50
Further explanations of such assumptions above are as follows:
Fair value of shares: As Juuce's shares are not publicly traded as of 31 December 2022 they must estimate the fair value of the shares, as discussed in “valuations of ordinary shares” below.
Expected warrant life: At 31 December 2022 Juuce calculated the weighted-average expected life of the warrants to be 3.00 years based on management's best estimates regarding the effect of vesting schedules. The warrants granted may not be sold, pledged, assigned, hypothecated, transferred, or disposed of in any manner other than by will or by the laws of descent or distribution.
Volatility: Since there is no trading history for the Company's shares as of 31 December 2022, the expected price volatility for the shares was estimated using the average historical volatility of the shares of industry peers as of the grant date over a period of history commensurate with the expected life of the awards. To the extent that volatility of the share price increases in the future, the estimates of the fair value of the awards granted in the future could increase, thereby increasing the share-based payment expense in future periods. When making the selection of the industry peers to be used in measuring implied volatility of the warrants, the company considered the similarity of their products and business lines, as well as their stage of development, size, and financial leverage. The Group intends to consistently apply this process using the same or similar public companies until a sufficient amount of historical information regarding the volatility of Juuce's own share price becomes available, or unless circumstances change such that the identified companies are no longer similar to the company, in which case, more suitable companies whose share prices are publicly available would be utilised in the calculation.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Critical accounting estimates and judgements
(Continued)
- 39 -
Valuation of ordinary shares
Given the absence of an active market for the Company's ordinary shares, the Group was required to estimate the fair value of its ordinary shares at  31 December 2022 and 31 December 2022. The Group's estimates were made with the assistance of valuations experts. The Group considered objective and subjective factors in determining the estimated fair value of its ordinary shares. Factors considered by company included the following:
As at 31 December 2022, the Group has categorised its fair value measurement as Level 3 under the IFRS 13 hierarchy due to significant inputs which are not based on observable market data.
The Group determined valuations of the Company's shares through a two-step valuation process.The Group utilised the 'Guideline Public Company Method' ('GPCM') to estimate its equity value for the 2022 year end, as opposed to the market approach, and specifically the Guideline Transaction Method ('GTM') at the 31 December 2021 year end which used a valuation included in a Letter of Intent ('LOI') entered into with First Reserve, discounted for a lack of control by 5%. In the absence of a relevant valuation in a LOI for the current year end, management considers the GPCM better reflects the longer term perspective of the value of the company.
The GPCM market approach values the shares through analysis of recent sales or offerings of comparable entities. Consideration was given to the line of business and operating performance of the company relative to those of public companies or actual transactions that are considered to be reasonable investment alternatives. The GPCM involves the review of pricing and performance information for public companies deemed generally similar to a subject company and subject to similar industry dynamics. The valuation uses multiples calculated using the market value of minority interests in 6 public companies in the Group's operating industry and sector. These were applied to the Group's projections for 2023, 2024, and 2025.
The income approach was also considered. The income approach relies on a discounted cash flow ('DCF') analysis and measures the value of a company as the present value of its future economic benefits by applying an appropriate risk-adjusted discount rate to expected cash flows, based on forecasts of revenues and costs. The Group assigned zero weighting to the income approach as at 31 December 2022.
Warrant contract asset
Following the initial grant, which was included as an associated asset to the share warrant liability, the asset is amortised on an annual basis based on the proportion of the total spend anticipated by the customer. Management have made a best estimate at the reporting date of total expected spend based on future forecasts predicted by the Group.
At the reporting date, the carrying value of the warrant asset totalled £401,654 (2021: £582,249), with £180,595 (2021: £129,000) amortised through the statement of comprehensive income.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Critical accounting estimates and judgements
(Continued)
- 40 -
Transaction costs accruals

Significant transaction costs were incurred during the period end in relation to the raising of equity post year end, please refer to Note 35.

 

As part of the equity capital raise, a significant value of costs were incurred which were subsequently deferred on the statement of financial position as per accounting policy Note 1.26.

 

Costs for the raising of equity were invoiced after the 31 December 2022 year end. However, as a proportion of the costs were in relation to work undertaken pre year end, management have looked to estimate the value of cost during this period and bring in an appropriate accrual, with the other side being posted to trade and other receivables.

Warranty provision
The Group includes a provision in the accounts in respect of warranties. The provision has historically been calculated as 8% of the total cost of sales as per the management accounts less warranty costs already incurred in the year. During the year, management reviewed returns in the year, expected returns past year end and increased this provision to 10% of total cost of hardware sales. The costs of future warranty claims are uncertain but is based upon an assessment of actual returns records and projections of future claims. Using these factors, a warranty provision of £758,342 (2021: 846,105) has been included in these accounts.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 41 -
4
Prior year adjustment

The accounts have been restated to incorporate the impact of two material errors within the financial statements for the year ended 31 December 2021.

 

The first restatement has been made to incorporate the previous omission of audit and accountancy fees which should have been accrued as at the year ended 31 December 2021. The change has resulted in the total loss for the year increasing by £599,475 with a corresponding increase in trade and other payables of £599,475.

 

The second restatement has been made to recognise the correct position of right of use assets and corresponding lease liability values at the year ended 31 December 2021. The change has resulted in lease liabilities increasing by £176,666 and right of use assets increasing by £276,697, with the remaining difference decreasing the loss by £100,031.

 

As a result of the above two restatements, the total impact to the loss for the year ended 31 December 2021 is an increase in loss of £499,444.

 

In addition to the above corrections of prior period errors, during the year ended 31 December 2022, right of use assets were separated from property plant and equipment within the face of the statement of financial position to show as a separate individual line. For comparative purposes, the 2021 financials were restated.

As at 31 December 2021
Previously reported
Adjustment
As restated
£
£
£
Non-current assets
Right of use assets
-
835,906
835,906
Property, plant and equipment
899,756
(559,211)
340,545
Current liabilities
Lease liabilities
(269,321)
(176,724)
(446,045)
Trade and other payables
(3,412,511)
(599,475)
(4,011,986)
Non-current liabilities
Lease liabilities
(298,739)
60
(298,679)
Net liabilities
(71,637,214)
(499,444)
(72,136,658)
Equity
Retained earnings
77,385,574
499,444
77,885,018
Total equity
71,637,214
499,444
72,136,658
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
4
Prior year adjustment
(Continued)
- 42 -
Changes to the income statement
Year ended 31 December 2021
Previously reported
Adjustment
As restated
£
£
£
Administrative costs
11,416,415
531,574
11,947,989
Finance expenses
674,657
(32,130)
642,527
Loss for the financial period
(66,146,408)
(499,444)
(66,645,852)
5
Revenue

In the following tables, revenue is disaggregated by class of business, primary geographical markets and timing of revenue recognition.

2022
2021
£
£
Sale of hardware and software
5,182,931
9,445,321
Sale of full turnkey solution
9,789,055
7,577,000
14,971,986
17,022,321
2022
2021
as restated
£
£
UK
10,232,461
11,374,669
Europe
3,939,264
4,869,406
Rest of World
800,261
778,246
14,971,986
17,022,321
Warrant asset
The following table provides information about opening and closing contract assets and contract liabilities from contracts with customers:
2022
2021
£
£
At 1 January
582,249
711,249
Released to revenue in the year
(180,595)
(129,000)
At 31 December
401,654
582,249

A Warrant Asset was recognised during the previous year upon inception of a partnership with a third-party customer. The Warrant Asset was initially recorded at grant as £1,004,000. The asset is being amortised on a pro rata basis based on actual qualifying spend compared to expected spend and recognised in the statement of comprehensive income as a reduction to revenue. The total current amount recognised within current assets is £401,654 (2021: £582,249).

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
5
Revenue
(Continued)
- 43 -
Contract assets and liabilities
Contract assets
Contract assets
Contract liabilities
Contract liabilities
2022
2021
2022
2021
as restated
£
£
£
£
At 1 January
682,959
711,209
(2,231,516)
(432,000)
Excess of revenue recognised over cash (or rights to cash)
31,332
-
-
-
Amortisation of contract assets processed as a deduction to Revenue
-
(28,250)
-
-
Cash received in advance of performance and not recognised as revenue during the period
-
-
(3,335,799)
(2,178,857)
Amounts included in contract liabilities that was recognised as revenue during the period
-
-
-
379,341
At 31 December
714,291
682,959
(5,567,315)
(2,231,516)
Remaining performance obligations
Deferred revenues are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:
2022
2021
£
£
Current liabilities
(5,567,315)
(2,178,857)
Non-current liabilities
-
(52,659)
(5,567,315)
(2,231,516)
Contract assets and contract liabilities arise from the Group's turnkey solutions provided to customers. Short-term contracts are entered into with customers which are anticipated to be completed within a 12 month period, based on specified criteria to complete each site. The cumulative payments received from customers at each balance sheet date do not necessarily equal the amount of revenue recognised on the contracts.
The Group's contracts are for the delivery of goods or provision of services within the next 12 months for which the practical expedient in paragraph 121 (a) of IFRS 15 does not apply.
6
Changes in fair value of warrants

During the year, the change in the fair value of warrants resulted in a credit to the statement of comprehensive income of £40,196,674 (2021: expense of £55,247,812). Please refer to Note 3 where full details of estimates are disclosed.

 

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 44 -
7
Operating profit / (loss)
2022
2021
as restated
Operating profit / (loss) for the year is stated after charging / (crediting):
£
£
Exchange (gains)/losses
(388,725)
49,506
Research and development costs
854,673
234,000
Fees payable to the Company's auditor for the audit of the parent and consolidated financial statements
420,000
531,754
Fees payable to the Company's auditor for audit of the subsidiary financial statements
4,200
-
Fees payable to Company's auditors for tax compliance services
30,450
9,700
Depreciation of property, plant and equipment
161,574
121,324
Depreciation of right of use assets
328,762
220,990
Profit on disposal of property, plant and equipment
(32,878)
-
Amortisation of intangible assets
943,312
493,721
Cost of inventories recognised as an expense in cost of sales
8,808,302
9,023,559
Impairment loss recognised on trade receivables recognised as an expense
1,157,806
102,520
Transaction costs
3,749,557
963,478
Advertising costs
1,005,029
848,000
Consultancy fees
1,097,618
1,056,000
Professional subscriptions
953,206
542,000
Write down of inventories to net realisable value
3,411,269
1,489,000
8
Employees

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

Group
Group
2022
2021
Number
Number
Operations
82
31
Sales
38
17
Technology
30
18
Corporate and administration
30
50
Total
180
116
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
8
Employees
(Continued)
- 45 -

Their aggregate remuneration comprised:

Group
Group
2022
2021
£
£
Wages and salaries
10,288,992
4,669,000
Social security costs
1,396,564
641,192
Pension costs
183,336
97,834
Share based payments
-
25,570
11,868,892
5,433,596

During the year £3,107,179 (2021: £2,092,300) of staff costs have been capitalised in the development of the intangible assets.

9
Directors' remuneration
The remuneration of the Group Directors was as follows:
2022
2021
£
£
Remuneration for qualifying services
555,035
484,000
Share based payment expense
-
13,000
Company pension contributions to defined contribution schemes
3,737
990
558,772
497,990

The number of Directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2021: 1).

Remuneration disclosed above includes the following amounts paid to the highest paid Director:
2022
2021
£
£
Remuneration for qualifying services
150,000
161,000
Company pension contributions to defined contribution schemes
1,431
-

During the year £39,318 (2021: £75,000) was incurred in relation to Director's fees to REEIF II for services of 1 (2021: 1) Director.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 46 -
10
Finance expenses
2022
2021
as restated
£
£
Interest expense on bank loans held at amortised cost
558,076
623,171
Interest expense on lease liabilities
37,313
19,356
Interest expense on shareholder loans
2,703,199
-
0
Amortisation of costs of debt issuance
40,028
-
0
Total finance expense
3,338,616
642,527
11
Income tax expense
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
-
0
(641,256)
Adjustments in respect of prior periods
38,980
(19,046)
Total UK current tax
38,980
(660,302)
Deferred tax
Arising from write down of deferred tax asset
1,079
-
0
Total tax charge/(credit)
40,059
(660,302)
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
11
Income tax expense
(Continued)
- 47 -

The charge/(credit) for the year can be reconciled to the profit/(loss) per the income statement as follows:

2022
2021
£
£
Profit/(loss) before taxation
15,483,105
(67,306,154)
Expected tax expense/(credit) based on a corporation tax rate of 19.00% (2021: 19.00%)
2,941,790
(12,788,169)
Effect of expenses not deductible in determining taxable profit
-
10,783,273
Income not taxable
(7,578,268)
-
Change in unrecognised deferred tax assets
4,573,869
3,976,534
Adjustment in respect of prior years
38,980
(18,830)
Effect of change in UK corporation tax rate
7,071
(1,065,605)
Permanent capital allowances in excess of depreciation
90,607
(13,709)
Research and development tax credit
-
(275,923)
Other non-reversing timing differences
-
(176)
Other permanent differences
(5,613)
-
(Over) / under provided in prior years
(29,456)
-
Deferred tax adjustments in respect of prior years
1,079
-
Employee option plan
-
(1,257,697)
Taxation charge/(credit) for the year
40,059
(660,302)

Corporation tax rates in the UK are changing from 1 April 2023, the main rate of corporation tax will increase to 25% (from 19%). The main rate will apply to companies with taxable profits in excess of £250,000. For companies with taxable profits below £50,000 the corporation tax rate will continue to be 19%, with marginal rate relief applying for companies with profits between £50,000 and £250,000.

 

The Group incurs research and development costs, which are available for additional tax relief under the SME R&D tax relief scheme. The Group has not made an R&D claim for 2022 at the date of signing the financial statements. Within current tax receivable is £600,224 in respect of the 2021 R&D claim. Until the refund is approved by HMRC the qualifying research and development costs are subject to review and challenge. Should any expenditure be determined not to meet the requirements of the relief available, this would reduce the Group’s current tax receivable. The 2021 R&D claim was submitted to HMRC in December 2023.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 48 -
12
Intangible assets
Goodwill
Development costs
Total
£
£
£
Cost
At 1 January 2021
260,000
2,113,446
2,373,446
Additions - Internally generated
-
2,587,472
2,587,472
At 31 December 2021
260,000
4,700,918
4,960,918
Additions - Internally generated
-
0
3,503,398
3,503,398
Disposals
-
0
(512,251)
(512,251)
Other movements
-
0
94,573
94,573
At 31 December 2022
260,000
7,786,638
8,046,638
Amortisation and impairment
At 1 January 2021
-
0
400,639
400,639
Charge for the year
-
0
493,721
493,721
Impairment loss
260,000
-
0
260,000
At 31 December 2021
260,000
894,360
1,154,360
Charge for the year
-
0
943,312
943,312
Impairment loss
-
0
71,679
71,679
At 31 December 2022
260,000
1,909,351
2,169,351
Carrying amount
At 31 December 2022
-
0
5,877,287
5,877,287
At 31 December 2021
-
0
3,806,558
3,806,558

Development costs represent expenditure on individual projects where future recoverability can be foreseen with reasonable assurance and will be amortised over a period of five years commencing in the month production is completed. In 2022, internally generated additions included the development of product infrastructure including the development of hardware (new chargers) and software (online application and online portal).

 

Other movements relate to the immaterial reclassification of prior year impairments which had been incorrectly net off against costs.

 

The Goodwill was acquired as part of the acquisition of the assets of Cambridge Computer Services (CCS). Intangible assets have been allocated for impairment testing to the cash generating unit (CGU) to which they apply. The Group assessed that goodwill arising applied to all areas of the business and therefore consider the business as a whole as a single CGU for impairment testing purposes.

The Group is required to test, on an annual basis, whether goodwill has suffered any impairment. In the prior year the Group made the assessment that while the assets acquired as part of the acquisition of CCS had been amalgamated into work undertaken by the development team, the goodwill had impairment indicators arising and as a result concluded an impairment of £260,000 for the full carrying value was required.

 

The Group has no contractual commitments for development costs (2021: nil).

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 49 -
13
Property, plant and equipment
Leasehold improvements
Plant and machinery
Fixtures, fittings & equipment
Computer equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 January 2021 (as restated)
43,129
84,943
24,469
149,077
72,258
373,876
Additions (as restated)
-
0
77,866
11,577
187,968
-
277,411
At 31 December 2021 (as restated)
43,129
162,809
36,046
337,045
72,258
651,287
Additions
9,505
114,299
612
85,147
7,795
217,358
Disposals
-
0
-
0
-
0
(68,901)
-
(68,901)
At 31 December 2022
52,634
277,108
36,658
353,291
80,053
799,744
Accumulated depreciation and impairment
At 1 January 2021 (as restated)
13,469
71,830
7,728
83,230
13,161
189,418
Charge for the year (as restated)
9,114
15,456
3,972
59,567
33,215
121,324
At 31 December 2021 (as restated)
22,583
87,286
11,700
142,797
46,376
310,742
Charge for the year
10,230
27,658
4,890
103,581
15,215
161,574
Eliminated on disposal
-
0
-
0
-
0
(65,810)
(27,184)
(92,994)
At 31 December 2022
32,813
114,944
16,590
180,568
34,407
379,322
Carrying amount
At 31 December 2022
19,821
162,164
20,068
172,723
45,646
420,422
At 31 December 2021 (as restated)
20,546
75,523
24,346
194,248
25,882
340,545
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 50 -
14
Right-of-use assets
Leasehold improvements
Motor vehicles
Total
£
£
£
Cost
At 1 January 2021 (as restated)
255,587
294,395
549,982
Additions (as restated)
244,956
396,206
641,162
At 31 December 2021 (as restated)
500,543
690,601
1,191,144
Additions
131,931
40,173
172,104
Disposals
(82,183)
(39,515)
(121,698)
At 31 December 2022
550,291
691,259
1,241,550
Accumulated depreciation and impairment
At 1 January 2021 (as restated)
93,836
40,412
134,248
Charge for the year (as restated)
85,565
135,425
220,990
At 31 December 2021 (as restated)
179,401
175,837
355,238
Charge for the year
139,235
189,527
328,762
Eliminated on disposal
(82,183)
(39,515)
(121,698)
At 31 December 2022
236,453
325,849
562,302
Carrying amount
At 31 December 2022
313,838
365,410
679,248
At 31 December 2021 (as restated)
321,142
514,764
835,906
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 51 -
15
Subsidiaries

Details of the Group's subsidiaries at 31 December 2022 are as follows:

Name of undertaking
Registered office
Principal activities
Class of
% Held
shares held
Direct
Indirect
EO Charging International Limited
Tomo House Tomo Industrial Estate, Tomo Road, Stowmarket, Suffolk, England, IP14 5AY
Holding
Ordinary
100.00
-
EO Charging US Inc*
Corporation Trust Centre, 1209 Orange Street, Wilmington, New Castle, Delaware, 19801
EV Charging
Ordinary
-
100.00
EO Charging Italy SRL*
Milan (MI) Corso Vercelli 40 CAP 20145
EV Charging
Ordinary
-
100.00
EO Charging (New Zealand) Pty Limited*
DPA LIMITED, 77 Titiraupenga Street, Taupo, Taupo, 3330, NZ
EV Charging
Ordinary
-
100.00
EO Charging (Australia) Pty Limited*
MOORE AUSTRALIA, LEVEL 12 , 10 EAGLE STREET , BRISBANE QLD 4000
EV Charging
Ordinary
-
100.00
EO Charging
Boundary Hall, Cricket Square, Grand Cayman, KY1-1102, Cayman Islands
Dormant
Ordinary
100.00
-

*Held indirectly through 100% direct shareholding in EO Charging International Ltd.

 

During the year ended 31 December 2022, the Directors made the decision to dissolve both dormant subsidiaries EO Charging and Charge Merger Sub, Inc.

 

As a result EO Charging was struck off as of 31 March 2023 following the appropriate filings post year end.

 

A certificate of dissolution was filed during the year for Charger Merger Sub, Inc. with the dissolution of the entity taking place on 29 November 2022. Per Delaware law, although dissolved, the Company will continue to be in existence for 3 years from the date of dissolution.

 

All shareholdings also refer to voting rights.

16
Inventories
2022
2021
£
£
Raw materials
2,656,263
1,247,170
Work in progress
459,101
260,810
Finished goods
1,026,255
274,855
4,141,619
1,782,835

As detailed further in note 7, write downs of inventories to net-realisable value amounted to £3,411,269 (2021: £1,489,042). These were recognised as an expense during the year ended 31 December 2022 and included in cost of sales recognised in the income statement. This write down included an amount related to finished goods of £3,411,269 (2021: £1,108,699) and raw materials of £nil (2021: £380,343).

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 52 -
17
Trade and other receivables
Current
Non-current
as restated
2022
2021
2022
2021
£
£
£
£
Trade receivables
6,245,587
5,778,047
-
-
Expected credit losses
(1,157,806)
(232,573)
-
-
5,087,781
5,545,474
-
-
Contract assets
1,115,945
716,309
-
548,900
VAT recoverable
789,173
813,317
-
-
Other receivables
55,127
106,906
-
7,978
Deferred transaction costs
650,103
3,697,033
Prepayments
3,689,978
521,607
-
-
11,388,107
11,400,646
-
556,878
Included within contract assets is £401,654 (2021: £582,249) of contract assets arising from the share warrants. The remainder of the asset balance relates to costs recognised to fulfill a contract or revenue reocgnised in advance of billing.

The Group incurs a small incidence of credit losses and as a result the receivables are impaired for expected credit losses. Where management views that there is a significant risk of non-payment including taking into consideration information from the reporting date to the date of signing, an additional specific provision for impairment is made and recognised as a deduction from receivables.

18
Current tax recoverable

The current tax amount recoverable is based on the research and development claim and is due in the next twelve months is:

2022
2021
£
£
Tax recoverable
600,224
818,738
600,224
818,738
Please refer to Note 11 for further information on the research and development claim.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 53 -
19
Cash and cash equivalents

The cash and cash equivalents are:

2022
2021
£
£
Short term bank deposits
849,048
1,640,833
849,048
1,640,833
20
Loans and borrowings
Current
Non-current
2022
2021
2022
2021
£
£
£
£
Borrowings held at amortised cost:
Secured
Bank loans
-
7,859,339
-
-
Unsecured
Loans from shareholders
-
-
30,551,248
-
-
7,859,339
30,551,248
-

In August 2021, the Company took out an interim credit agreement repayable in August 2022, for the principal of £7.7m. The loan incurred interest at 6% per annum compounded monthly. The loan was held by a pledge of substantially all of the assets of the Company and its related subsidiary undertakings and of the shares in Juuce by certain shareholders. The interim credit agreement contained affirmative, negative and financial covenants. Affirmative covenants included the delivery of financial and other information.

 

Negative covenants included limitations on asset sales, mergers and acquisition, indebtedness, liens, investments and transactions with affiliates. The financial covenants, tested quarterly, were limited to a minimum liquidity test and minimum net revenue test. The loan was repaid in full in August 2022.

 

During the year, the Company received shareholder loans of £27,960,000 as follows:

 

The loans were in part repaid and part converted to capital after the year end, please see Note 35 for further details.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 54 -
21
Trade and other payables
2022
2021
as restated
£
£
Trade payables
9,738,628
10,043,396
Refund liabilities
2,286,645
-
0
Accruals
3,297,769
4,011,986
Social security and other taxation
421,158
337,131
Other payables
436,038
-
0
16,180,238
14,392,513
22
Share warrant obligations

In connection with entering into a Master Supply Agreement, in August 2020, the Company granted 4,216 warrants over C Ordinary shares to a third-party customer, which vest, subject to the terms and conditions as agreed, based on the aggregate amount of spending by the customer on the Company's products or services.

 

The warrant liability was revalued at 31 December 2022 to account for the changes in the fair market value of the organisation. This resulted in a change in the fair value of the warrant of £40,196,674 which was recognised in the statement of comprehensive income, based on the number of warrants expected to vest. Due to this revaluation during the year, the total fair value of the warrant liability included in liabilities is £27,049,805 (2021: £67,247,479).

 

Based on the number of warrants that were vested and exercisable as at 31 December 2022, £10,342,573 (2021: £19,778,376) has been recorded within current warrant liability, and £16,707,232 (2021: £47,468,103) within non-current warrant liability.

 

Please refer to Note 3 for further information regarding the share warrants.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 55 -
23
Lease liabilities
2022
2021
as restated
£
£
As at 1 January
744,724
367,108
Additions
163,415
588,757
Interest
37,313
16,926
Lease Payments
(348,353)
(228,067)
At 31 December
597,099
744,724
2022
2021
as restated
Maturity analysis
£
£
Within one year
335,557
319,114
In two to five years
408,026
597,432
Total undiscounted liabilities
743,583
916,546
Future finance charges and other adjustments
(146,484)
(171,822)
Lease liabilities in the financial statements
597,099
744,724

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2022
2021
as restated
£
£
Current liabilities
283,581
446,045
Non-current liabilities
313,518
298,679
597,099
744,724
2022
2021
as restated
Amounts recognised on income statement includes the following:
£
£
Interest on lease liabilities
37,313
16,926
The fair value of the Group's lease obligations is approximately equal to their carrying value.
The incremental borrowing rate applied to lease liabilities at initial recognition is 13.33% for motor vehicles and a range of 3% and 4.10% for leasehold properties
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
23
Lease liabilities
(Continued)
- 56 -

Other leasing information

The Group holds several operating leases for motor vehicles used for business purposes. These leases expire over a period extending to October 2024. The Group is also party to operating leases for several premises including its main office and manufacturing premises at Tomo House, which comprises of the ground floor, first floor and parking. This lease expired in April 2023 with a new lease entered into at this date. Lastly, the Group rents office space in London which expired in September 2022, a new lease was entered into at this date for a period of 2 years.

 

These leases are all accounted for under the provisions of IFRS 16, with the exception of some short-term leases of which the practical expedient was applied. For the leases accounted for under IFRS 16, right-of-use assets and lease liabilities are included in the respective statement of financial position line items.

 

Amounts recognised in profit or loss as an expense during the period in respect of lease arrangements in the year amounted £185,041 (2021: £59,521).

 

The total cash outflow for leases in the year totalled £348,353 (2021: £228,067).

24
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the Group and movements thereon during the current and prior reporting period. Deferred tax is calculated in full on temporary differences using a tax rate of 25% (2021: 25%).

£
Deferred tax asset at 1 January 2021
1,079
Deferred tax asset at 31 January 2021
1,079
Charge to the consolidated statement of comprehensive income
(1,079)
Deferred tax asset at 31 December 2022
-
Deferred tax has not been recognised in respect of the following:
2022
2021
£
£
Asset
Asset
Fixed asset temporary differences
(925,198)
(1,018,000)
Short-term provisions
4,849
3,141
Share based payment
1,065,526
2,459,336
Available losses
8,919,281
2,996,000
Net deferred tax asset
9,064,458
4,440,477
Amount recognised within statement of financial position
-
-
Unrecognised deferred tax asset
9,064,458
4,440,477
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
24
Deferred taxation
(Continued)
- 57 -
Short term temporary differences such as fixed asset temporary differences and other temporary differences have arisen from accleerated capital allowances and disalloable provisions. The deferred tax liability on the fixed asset temporary differences has been offset, as permitted by IAS 12, with the deferred tax assets arising from usused losses and share based payments. Losses are available to carry forward indefinitely.
25
Provisions for liabilities
2022
2021
£
£
At 1 January
846,105
87,763
(Credit)/charge to the statement of comprehensive income
(87,763)
758,342
758,342
846,105

Provisions are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

Maturity analysis:
Current liabilities
758,342
730,823
Non-current liabilities
-
115,282
758,342
846,105

The Group incurs obligations to exchange certain of its products if they break prematurely due to a lack of quality or give the customer an opportunity to obtain a suitable alternative. Revenue for the sale of the products is recognised once the good is delivered, however, a provision based on previous experience is recognised at the same time.

 

During the prior year, as a result of product legislative changes, management increased the level of obligation maintained aligned to estimated returns. The provision has been marginally reduced in the current year to the estimated level of returns expected subsequent to the year end.

 

Provision is made for estimated warranty claims in respect of products sold which are still under warranty at the end of the reporting period. These claims are expected to be settled within one year.

 

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 58 -
26
Financial instruments

The Group’s financial assets and liabilities mainly comprise cash, borrowings, trade and other receivables, trade and other payables, lease liabilities and derivative financial instruments. The carrying value of all financial assets and liabilities equals fair value given their short-term nature.

Financial assets
As at 31 December 2022
Current
Non-Current
Financial assets held at amortised cost
£
£
Trade receivables
5,087,781
-
Other receivables
33,758
-
Contract assets
1,115,945
-
Cash and cash equivalents
849,048
-
7,086,532
-
As at 31 December 2021
Current
Non-Current
Financial assets held at amortised cost
£
£
Trade receivables
5,545,474
-
Other receivables
5,000
7,978
Contract assets
716,309
548,900
Cash and cash equivalents
1,640,833
-
7,907,616
556,878
Financial liabilities
As at 31 December 2022
Current
Non-Current
£
£
Financial liabilities at fair value through income statement
Share warrant obligations
10,342,573
16,707,232
10,342,573
16,707,232
Financial liabilities at amortised cost
Trade payables
9,738,628
-
Accruals
3,297,769
-
Refund liabilities
2,286,645
-
Loans and borrowings
-
30,551,248
Lease liabilities
283,581
313,518
Other payables
436,038
-
16,042,661
30,864,766
Other liabilities
Social security and other taxation
421,158
-
Provisions
758,342
-
Contract liabilities
5,567,315
-
Total financial liabilities
33,132,049
47,571,998
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
26
Financial instruments
(Continued)
- 59 -
Financial liabilities (continued)
As at 31 December 2021
Current
Non-Current
£
£
Financial liabilities at fair value through income statement
Share warrant obligations
19,778,376
47,468,103
19,778,376
47,468,103
Financial liabilities at amortised cost
Trade payables
10,043,396
-
Accruals
4,011,986
-
Loans and borrowings
7,859,339
-
Lease liabilities
446,045
298,679
22,360,766
298,679
Other liabilities
Social security and other taxation
337,131
-
Provisions
730,823
115,282
Contract liabilities
2,178,857
52,659
Total financial liabilities
45,385,953
47,934,723
Credit risk

The Directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

The Group reviews trade receivables balances for expected credit losses on a regular basis. At the year-end, management identify balances which require writing off or providing for in the financial statements. At the year-end, £1,157,806 (2021: £232,573) of trade receivables were written off or provided for.

The Group’s operations expose it to degrees of financial risk, including credit risk. Credit risk is primarily attributable to the Group’s cash and cash equivalents, trade receivables, contract assets and other receivables balances. As of 31 December 2022, these balances together totalled £7,086,532 (2021: £8,464,494).

 

Responsibility for credit risk management rests with the board of directors, which has established an appropriate credit risk management framework for the management of the Group’s funding and liquidity management requirements. The Group manage credit risk by maintaining adequate reserves, reviewing credit limits and policies for appropriateness, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

 

The Group has discussed financial assets and credit risk extensively within its group accounting policy Note 1.12.

The movement on the provision for trade receivables is as follows:
2022
2021
£
£
Balance at 1 January
232,573
130,053
Amounts written off as uncollectible
925,233
102,520
Balance at 31 December
1,157,806
232,573
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
26
Financial instruments
(Continued)
- 60 -
Liquidity risk

Liquidity risk represents the risk that the Group will not be able to meet its financial obligations as they fall due. This risk is managed by balancing the Group’s cash balances, banking facilities and reserve borrowing facilities in the light of projected operational and strategic requirements.

 

The following table details the contractual maturity for the group's financial liabilities with agreed repayment periods. The contractual maturity is based on the earliest date on which the group may be required to pay.

0 - 6
6 - 12
Total
months
months
current
£
£
£
Trade payables
9,738,628
-
9,738,628
Accruals
3,297,769
-
3,297,769
Refund liabilities
2,286,645
-
2,286,645
Other payables
436,038
-
436,038
Lease liabilties
177,991
157,567
335,558
Share warrant obligations
10,342,573
-
10,342,573
At 31 December 2022
26,279,644
157,567
26,437,211
2 - 5
More than 5
Total
years
years
non-current
£
£
£
Loans and borrowings
30,551,248
-
30,551,248
Lease liabilities
408,025
-
408,025
Share warrant obligations
16,707,232
-
16,707,232
At 31 December 2022
47,666,505
-
47,666,505
0 - 6
6 - 12
Total
months
months
current
£
£
£
Loans and borrowings
-
7,859,339
7,859,339
Trade payables
10,043,396
-
10,043,396
Accruals
4,011,986
-
4,011,986
Lease liabilities
162,668
156,446
319,114
Share warrant obligations
19,778,376
-
19,778,376
At 31 December 2021 (as restated)
33,996,426
8,015,785
42,012,211
2 - 5
More than 5
Total
years
years
non-current
£
£
£
Lease liabilities
597,433
-
597,433
Share warrant obligations
47,468,103
-
47,468,103
At 31 December 2021 (as restated)
48,065,536
-
48,065,536
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
26
Financial instruments
(Continued)
- 61 -
Liquidity risk management

The Group is exposed to liquidity risk across the financial liability balances identified above, which arises during the normal course of trade and can affect the group's ability to effectively manage its cash flow and ensure it can meet its obligations as and when they fall due.

 

Responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for the management of the Group's funding and liquidity management requirements. The group manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

Capital risk management

The Group’s capital management objectives are:

 

 

The Group defines and monitors capital based on the carrying amount of equity less cash and cash equivalents as presented on the face of the statement of financial position. In 2022, this totalled (£55,899,044) (2021: (£70,495,825)). This includes £27,049,805 in non-cash settled share warrant liabilities (2021: £67,246,479).

 

The Board of Directors monitors the level of capital as compared to the Group’s commitments and adjusts the level of capital as is determined to be necessary by issuing new shares or adjusting the level of debt. The Group is not subject to any externally imposed capital requirement.

Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates, will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.
27
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Authorised
A Ordinary of 1p each
6,403
6,403
64
64
B Ordinary of 1p each
9,634
9,847
97
99
C Ordinary of 1p each
3,617
3,404
36
34
19,654
19,654
197
197
Issued and fully paid
A Ordinary of 1p each
6,403
6,403
64
64
B Ordinary of 1p each
9,634
9,847
97
99
C Ordinary of 1p each
3,617
3,404
36
34
19,654
19,654
197
197
For further details of post year end share issue, please see Note 35.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
27
Share capital
(Continued)
- 62 -

All classes of share capital have the same rights with regards to voting rights in the Company. Dividends and distributions are allocated and paid in accordance with the Articles of Association as referred to below.

 

As of 31 December 2022, the vested portion of the warrants is equal to 1,612 (2021: 1,240) Ordinary C shares.

 

Distributions, whether by way of dividend, liquidation or otherwise) are paid to all shareholders pro rata as between such Shareholders to their respective holdings of the relevant classes as if such shares constituted a single class. However, once distributions result in the A shareholder receiving a distribution equal to three times the A Shareholder's total investment in the A shares, the B Shareholders become entitled to a "carry" of 50 percent of the realisation value attributable to the A Shareholders' initial investment in the A Shares. The C Shareholders are unaffected by the "carry" mechanism.

Reconciliation of movements during the year:
Number
Number
Number
At 1 January 2022
6,403
9,847
3,404
-
(213)
213
At 31 December 2022
6,403
9,634
3,617

During the year, 213 shares were transferred from an existing B holder to an existing C shareholder. In the prior year 467 shares were transferred from an existing B Shareholder to an existing C Shareholder, with the shares being reclassified as C shares.

28
Share premium account
2022
2021
£
£
At the beginning and end of the year
5,659,377
5,659,377

The share premium account represents the premium received by the company on share capital, net of issuance expenses.

29
Equity reserve
2022
2021
£
£
At the beginning of the year
88,786
63,216
Share based payment charge
-
25,570
At the end of the year
88,786
88,786

The equity reserve represents the accumulated value of share options outstanding under the Enterprise Management Incentive scheme at the year-end. The movement in the prior year reserve relates to a share based payment, there has been no charge during the year to 31 December 2022.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 63 -
30
Currency translation reserve
2022
2021
£
£
At the beginning of the year
-
-
0
Translation loss arising in the year
(54,480)
-
0
At the end of the year
(54,480)
-
0

The foreign currency translation reserve has arisen as a result of translating the financial statements of Group's overseas subsidiaries which are denominated in a foreign currency into the Group's reporting currency.

31
Retained earnings
2022
2021
£
£
At the beginning of the year
(77,885,018)
(11,239,166)
Profit/(loss) for the year
15,443,046
(66,645,852)
At the end of the year
(62,441,972)
(77,885,018)

Retained earnings represents the accumulated losses and comprehensive income of the Group.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 64 -
32
Share-based payments
Number of share options
Average exercise price
2022
2021
2022
2021
£
£
Outstanding at 1 January and 31 December
860
860
416.00
416.00
Exercisable at 31 December 2022
-
-
-
-
Options granted during the year

The options outstanding at the year-end relate to options issued under either an Unapproved or Enterprise Management Incentive Scheme. The options are equity-settled and relate to 860 (2021: 860) Ordinary C shares.

 

On 11 January 2019, the company granted 509 share options with a contractual life of 10 years. In 2019, 46 of these options lapsed due to an employee retiring. The shares subject to the option shall vest immediately upon the date of grant and are exercisable upon exit.

 

On 6 May 2020, the company granted a further 20 share options with a contractual life of 10 years. The shares subject to the option shall vest immediately upon the date of the grant and are exercisable upon exit.

 

No options were exercised this year. Of the options outstanding at 31 December 2022, those granted on 28 March 2018 had an exercise price of £235 and a remaining contractual life of approximately 5 years. The options granted on 11 January 2019 had an exercise price of £557 and a remaining contractual life of approximately 6 years. The options granted on 6 May 2020 had an exercise price of £557 and a remaining contractual life of approximately 7 years.

 

The weighted average fair value of the options granted in 2020 was determined using the Black-Scholes option pricing model. The Black-Scholes model is considered to apply the most appropriate valuation method due to the relatively short contractual lives of the options and the requirement to exercise within a short period after the employee becomes entitled to the shares (the “vesting date”).

 

The expected life used in the model has been adjusted, based on management’s best estimate, for the effect of non-transferability, exercise restrictions, and behavioural considerations.

 

Inputs were as follows:

 

Weighted average share price        £1,081    

Weighted average exercise price    £557    

Expected volatility            35%

Expected life                1 year    

 

The annualised volatility is determined using the historical movements in shareholder funds. Management have calculated share-based payments based on utilising volatility of public peer group noting no material difference. There is no share based payment charge in the statement of profit or loss within the 2022 financial statements (2021: £25,570).

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
32
Share-based payments
(Continued)
- 65 -
Options outstanding
Share options outstanding at the end of the year have the following expiry dates and exercise prices:
2022
2021
Grant date
Expiry date
Exercise price
Number
Number
28/03/2018
28/03/2028
£235.43
377
377
11/01/2019
11/01/2029
£557.01
463
463
06/05/2020
06/05/2030
£557.01
20
20
860
860
33
Retirement benefit schemes
Defined contribution schemes

The Group operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme were held separately from those of the Group in an independently administered fund. The total costs charged to the statement of comprehensive income in respect of defined contribution plans is £183,336 (2021: £97,834).

34
Contingent liabilities

At the end of the prior year, the Group was committed to a business combination and would incur professional fees contingent upon completion of the transaction. Some of these were fixed in value and others linked to the transaction value. The contingent liability related to such contracts entered into prior to 31 December 2022 was estimated to be £Nil (2021: £10.8 million) based on the transaction value anticipated in the Letter of Intent. The value of similar contracts entered after 31 December 2022 is estimated to be £Nil (2021: £0.3 million).

 

In addition, the Group had engaged professional advisors on a time incurred basis. Costs held on the balance sheet at the year end in respect of the transaction that would have been recorded against equity totalled £Nil (2021: £3.7 million) and is held within Trade and Other Receivables. If the transaction had completed as expected at 31 December 2022, it was forecast that there would be further costs incurred of £Nil (2021: £3.1 million) alongside the contingent liability costs noted above.

 

The above transaction was terminated in March 2022 and all costs were subsequently expensed.

Contingent asset
The Company is currently in dispute with a supplier regarding goods received and is seeking damages. The information usually required by IAS 37 is not disclosed, because the Directors believe that to do so would seriously prejudice the outcome of the dispute.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 66 -
35
Events after the reporting date

Shareholder loans

In January 2023, a further loan totalling £2m was advanced by Renewable Energy and Environmental Infrastructure Fund II (REEIF II), the loan had a maturity date of 4 February 2024 and bears interest at 30% per annum - accruing daily and capitalised quarterly.

 

New capital raise

In February 2023, the Company completed an equity capital raise of £64.4m. Of the £64.4m raised, a new investor Fleetwood Energy Investments Limited (a subsidiary company of Vortex Energy) subscribed £32.5m of fresh capital on completion of the raise by way of subscription for a new D class of preference share (‘D Shares’), the rights attached are set out below in further detail. Furthermore, existing shareholders, REEIF II and John Jardine, converted £31.5m and £0.3m respectively of existing shareholder debt into D Shares.

 

The new class of D Shares benefit from a 2 times preference (‘the Minimum D Shareholder Return’) on monies invested as D Shares, with catch-up for all other shareholders once the D shareholders have received the Minimum D Shareholder Return. Other rights include board representation and investor consent rights.

 

The new capital raise described above triggered mandatory prepayment of the existing shareholder loan balances. REEIF II and John Jardine waived their rights to repayment and converted their loan balances into D Shares as explained above. Details of all mandatory prepayments triggered post year end are disclosed below;

 

 

36
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel, including directors, is set out below in aggregate for each of the categories specified in IAS 24 Related Party Disclosures.

2022
2021
£
£
Short-term employee benefits
1,855,141
900,000
Post-employment benefits
20,874
9,000
Share-based payments
-
0
25,000
1,876,015
934,000

Included in key management remuneration is fees paid to a service company of £362,610 (2021: £125,460).

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
36
Related party transactions
(Continued)
- 67 -
Other information

During the year, expenditure for design work of £200 (2021: 20,850) was incurred and paid to a close family member of J Jardine, a director and shareholder of the Company. In addition, there was a salary of £2,030 paid to a close family member of J Jardine, a director and shareholder of the company (2021: £2,030). Additionally, during the year £6,000 (2021: £6,000) was paid to J Jardine in respect of the hire of an electric car from him and £7,613 relating to other expenses (2021:£1,372). £1,811 in relation to these transactions was outstanding at the year-end and this is included in trade and other payables (2021: £632).

 

During the prior year, a sale of a charger was made to a Director of the company for £180. There was no balance outstanding in relation to this sale at the end of the 2021 financial year. There are no comparable transactions for 2022 to consider.

 

During the year, £39,318 was incurred in relation to director's fees to for C Campbell, a director of the company and manager of Zouk Investment fund (2021: £75,000).

 

Included within other debtors is £906 (2021: £906) due from EO Assets Limited, a company connected by common ownership.

 

As detailed in Note 19, loans and borrowings, shares of certain of shareholders have been pledged as security against borrowings of the company. There are also shareholder and director loans which are payable by Juuce Limited at the year-end date which have been considered in this disclosure.

 

REEIF II have shareholder loans of £26.8 million outstanding at the 31 December 2022 (2021: £nil). Whilst other shareholders loans amount to £1.1 million at the 31 December 2022 (2021: £nil).

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 68 -
37
Analysis of changes in net debt
Note
1 January 2022
Cash flows
Foreign currrency
New finance leases
Interest
Debt issuance costs
31 December 2022
£
£
£
£
£
£
Cash at bank and in hand
19
1,640,833
(737,307)
(54,478)
-
-
-
849,048
1,640,833
(737,307)
(54,478)
-
-
-
849,048
Obligations under finance leases
23
(744,724)
348,353
(163,415)
(37,313)
-
(597,099)
Short term borrowings
20
(7,859,339)
8,417,415
-
-
(558,076)
-
-
Long term borrowings
20
-
(27,808,021)
-
-
(2,703,199)
(40,028)
(30,551,248)
(6,963,230)
(19,779,560)
(54,478)
(163,415)
(3,298,588)
(40,028)
(30,299,299)
1 January 2021
Cash flows
Foreign currrency
New finance leases
Interest
Debt issuance costs
31 December 2021
Prior year:
£
£
£
£
£
£
Cash at bank and in hand
19
2,861,098
(1,220,265)
-
-
-
-
1,640,833
2,861,098
(1,220,265)
-
-
-
-
1,640,833
Obligations under finance leases
23
(367,108)
228,067
-
(588,757)
(16,926)
-
(744,724)
Short term borrowings
20
-
(7,233,738)
-
-
(625,601)
-
(7,859,339)
2,493,990
(8,225,936)
-
(588,757)
(642,527)
-
(6,963,230)
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 69 -
Analysis of changes in net debt (continued)
2022
2021
as restated
£
£
Significant non cash transactions investing and financing
Leased finance motor vehicle additions
40,173
396,206
Leasehold property additons
131,931
244,956
Deal costs capitalised related to SPAC transactions
-
3,311,000
172,104
3,952,162
38
Controlling party
The Group was under the control of Mr C H Jardine until 21 February 2023, by virtue of him being the largest shareholder, a further share issue on 21 February 2023 diluted the control over the shareholders with no individual or corporation now holding more than 25%.
JUUCE LIMITED
T/A "EO CHARGING"
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
31 December 2022
- 70 -
2022
2021
as restated
Notes
£
£
Non-current assets
Intangible assets
43
5,877,287
3,806,558
Property, plant and equipment
44
414,586
340,545
Right-of-use assets
45
679,248
835,906
Investments
46
2
1
Other receivables
48
-
556,878
Deferred tax asset
55
-
0
1,079
6,971,123
5,540,967
Current assets
Inventories
47
4,141,619
1,782,835
Trade and other receivables
48
9,980,670
11,400,646
Current tax recoverable
49
600,224
818,738
Cash and cash equivalents
50
849,048
1,640,833
15,571,561
15,643,052
Current liabilities
Trade and other payables
51
14,412,691
14,392,514
Current warrants
52
10,342,573
19,778,376
Loans and borrowings
53
-
0
7,859,339
Lease liabilities
54
283,581
446,045
Provisions
56
758,342
730,823
Contract liabilities
5,556,057
2,178,857
31,353,244
45,385,954
Net current liabilities
(15,781,683)
(29,742,902)
Non-current liabilities
Non-current warrants
52
16,707,232
47,468,103
Loans and borrowings
53
30,551,248
-
0
Lease liabilities
54
313,518
298,679
Provisions
56
-
115,282
Contract liabilities
-
0
52,659
47,571,998
47,934,723
Net liabilities
(56,382,558)
(72,136,658)
JUUCE LIMITED
T/A "EO CHARGING"
COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2022
31 December 2022
2022
2021
as restated
Notes
£
£
- 71 -
Equity
Called up share capital
58
197
197
Share premium account
5,659,377
5,659,377
Equity reserve
88,786
88,786
Retained earnings
(62,130,918)
(77,885,018)
Total equity
(56,382,558)
(72,136,658)

The notes on pages 73 to 83 form part of these parent financial statements.

The Company has taken advantage of the exemption under s408 of the Companies Act 2006 and has not presented its own profit and loss account in the financial statements. The profit for the year of the Company, after tax, was £15,754,100 (2021: loss of £66,645,852).

The Company financial statements were approved and authorised by the Board on 6 March 2024 and are signed on its behalf by:
Mr C H Jardine
Director
Company registration number 09314212
JUUCE LIMITED
T/A "EO CHARGING"
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 72 -
Share capital
Share premium account
Equity reserve
Retained earnings
Total
£
£
£
£
£
Balance at 1 January 2021
197
5,659,377
63,216
(11,239,166)
(5,516,376)
Year ended 31 December 2021:
Loss and total comprehensive loss (as restated)
41
-
-
-
(66,645,852)
(66,645,852)
Transactions with owners:
Share based payments
32
-
-
25,570
-
25,570
Balance at 31 December 2021 (as restated)
197
5,659,377
88,786
(77,885,018)
(72,136,658)
Year ended 31 December 2022:
Profit and total comprehensive income
-
-
-
15,754,100
15,754,100
Balance at 31 December 2022
197
5,659,377
88,786
(62,130,918)
(56,382,558)

The notes on pages 73 to 83 form part of these parent financial statements.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 73 -
39
Accounting policies
To the extent that an accounting policy is relevant to both Juuce Limited's Group and Company financial statements, refer to the Group financial statements for disclosure of the accounting policy.
39.1
Accounting convention

The financial statements have been prepared in accordance with FRS 101 and in conformity with the requirements of the Companies Act 2006. As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions available as set out further below.

 

The Directors have taken advantage of the exemption available under section 408 of the Companies Act 2006 and not presented an income statement or a statement of comprehensive income for the Company alone.

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

The Company applies accounting policies consistent with those applied by the group except as set out below. To the extent that an accounting policy is relevant to both group and parent company financial statements, please refer to the group financial statements for disclosure of the relevant accounting policy.

As permitted by FRS 101, the Company has taken advantage of the following disclosure exemptions from the requirements of IFRS:

 

Where required, equivalent disclosures are given in the group accounts of Juuce Limited.

The principal accounting policies adopted are set out below.

39.2
Going concern
The going concern basis has been applied in preparing the parent company financial statements for the reasons identified and disclosed in Note 1.4 to the consolidated financial statements.
39.3

Non-current investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

 

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

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
39
Accounting policies
(Continued)
- 74 -
39.4
Intercompany loans
Intercompany loans are measured in accordance with IFRS 9 and, as loans are repayable on demand and interest free, loans are measured at amortised cost. The estimated credit losses are calculated using the general approach based on the ability of each fellow Group company's ability to repay the loan on immediate request.
40
Critical accounting estimates and judgements
The Company makes certain estimates and assumptions regarding the future. Estimates and judgements are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions. The principal use of estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year relates to the matters disclosed in Note 3 of the Group financial statements.
41
Prior year adjustment

Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 4 for supporting information regarding the prior year adjustments.

42
Employees

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

2022
2021
Number
Number
Operations
73
28
Sales
36
17
Technology
30
18
Corporate and administration
30
50
Total
169
113

Their aggregate remuneration comprised:

2022
2021
£
£
Wages and salaries
9,827,295
4,669,500
Social security costs
1,335,470
641,192
Pension costs
183,336
97,834
Share based payments
-
25,570
11,346,101
5,434,096
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 75 -
43
Intangible assets
Goodwill
Development Costs
Total
£
£
£
Cost
At 1 January 2021
260,000
2,113,446
2,373,446
Additions
-
2,587,472
2,587,472
At 31 December 2021
260,000
4,700,918
4,960,918
Additions
-
0
3,503,398
3,503,398
Disposals
-
0
(512,251)
(512,251)
Other movements
-
0
94,573
94,573
At 31 December 2022
260,000
7,786,638
8,046,638
Amortisation and impairment
At 1 January 2021
-
0
400,639
400,639
Charge for the year
-
0
493,721
493,721
Impairment loss
260,000
-
0
260,000
At 31 December 2021
260,000
894,360
1,154,360
Charge for the year
-
0
943,312
943,312
Impairment loss
-
0
71,679
71,679
At 31 December 2022
260,000
1,909,351
2,169,351
Carrying amount
At 31 December 2022
-
0
5,877,287
5,877,287
At 31 December 2021
-
0
3,806,558
3,806,558

Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 12 for supporting information regarding intangible assets.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 76 -
44
Property, plant and equipment
Leasehold improvements
Plant and machinery
Fixtures, fittings & equipment
Computer equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 January 2021 (as restated)
43,129
84,943
24,469
149,077
72,258
373,876
Additions (as restated)
-
0
77,866
11,577
187,968
-
277,411
At 31 December 2021 (as restated)
43,129
162,809
36,046
337,045
72,258
651,287
Additions
9,505
114,299
612
79,311
7,795
211,522
Disposals
-
0
-
0
-
0
(68,901)
-
(68,901)
At 31 December 2022
52,634
277,108
36,658
347,455
80,053
793,908
Accumulated depreciation and impairment
At 1 January 2021 (as restated)
13,469
71,830
7,728
83,230
31,161
207,418
Charge for the year (as restated)
9,114
15,456
3,972
59,567
15,215
103,324
At 31 December 2021 (as restated)
22,583
87,286
11,700
142,797
46,376
310,742
Charge for the year
10,230
27,658
4,890
103,581
15,215
161,574
Eliminated on disposal
-
0
-
0
-
0
(65,810)
(27,184)
(92,994)
At 31 December 2022
32,813
114,944
16,590
180,568
34,407
379,322
Carrying amount
At 31 December 2022
19,821
162,164
20,068
166,887
45,646
414,586
At 31 December 2021 (as restated)
20,546
75,523
24,346
194,248
25,882
340,545

Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 13 for supporting information regarding property, plant and equipment.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 77 -
45
Right-of-use assets
Leasehold improvements
Motor vehicles
Total
£
£
£
Cost
At 1 January 2021 (as restated)
255,587
294,395
549,982
Additions (as restated)
244,956
396,206
641,162
At 31 December 2021 (as restated)
500,543
690,601
1,191,144
Additions
131,931
40,173
172,104
Disposals
(82,183)
(39,515)
(121,698)
At 31 December 2022
550,291
691,259
1,241,550
Accumulated depreciation and impairment
At 1 January 2021 (as restated)
93,836
40,412
134,248
Charge for the year (as restated)
85,565
135,425
220,990
At 31 December 2021 (as restated)
179,401
175,837
355,238
Charge for the year
139,235
189,527
328,762
Eliminated on disposal
(82,183)
(39,515)
(121,698)
At 31 December 2022
236,453
325,849
562,302
Carrying amount
At 31 December 2022
313,838
365,410
679,248
At 31 December 2021 (as restated)
321,142
514,764
835,906
46
Investments
Investment in subsidiary undertakings

Details of the company's principal operating subsidiaries are included in Note 15.

Movements in non-current investments
Shares in subsidiaries
£
Cost
At 1 January 2022
1
Additions
1
At 31 December 2022
2
Carrying amount
At 31 December 2022
2
At 31 December 2021
1
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 78 -
47
Inventories
2022
2021
£
£
Raw materials
2,656,263
1,247,170
Work in progress
459,101
260,810
Finished goods
1,026,255
274,855
4,141,619
1,782,835
At 31 December 2022, provisions of £nil (2021: £380,343) and £2,590,085  (2021: £1,108,699) were made against raw materials and finished goods respectively.
48
Trade and other receivables
Current
Non-current
2022
2021
2022
2021
as restated
£
£
£
£
Trade receivables
4,835,931
5,778,047
-
-
Provision for bad and doubtful debts
(1,157,806)
(232,573)
-
-
3,678,125
5,545,474
-
-
Contract assets
1,115,945
716,309
-
548,900
VAT recoverable
789,173
813,317
-
-
Amounts owed by subsidiary undertakings
11,089
-
0
-
0
-
0
Other receivables
46,258
106,586
-
7,978
Deferred transaction costs
650,102
3,697,353
-
0
-
0
Prepayments
3,689,978
521,607
-
-
9,980,670
11,400,646
-
556,878
Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 17 for supporting information regarding trade and other receivables.
The amounts owed by subsidiary and fellow group undertakings are unsecured, with no interest payable, and are repayable on demand. The Company has assessed the position of the balance at 31 December 2022, and an impairment provision of £1,184,650 (2021: £nil) has been recognised against amounts owed from one of its subsidiary undertakings.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 79 -
49
Current tax recoverable

The current tax amount recoverable is based on the research and development claim and is due in the next twelve months is:

2022
2021
£
£
Tax recoverable
600,224
818,738
600,224
818,738
50
Cash and cash equivalents

The cash and cash equivalents are:

2022
2021
£
£
Short term bank deposits
849,048
1,640,833
849,048
1,640,833
51
Trade and other payables
2022
2021
as restated
£
£
Trade payables
9,738,546
10,043,396
Refund liabilities
959,418
-
0
Accruals
3,293,569
4,011,987
Social security and other taxation
421,158
337,131
14,412,691
14,392,514
52
Share warrant obligations
Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 22 for supporting information regarding share warrant obligations.
53
Loans and Borrowings
Current
Non-current
2022
2021
2022
2021
Borrowings held at amortised cost:
£
£
£
£
Secured
Bank loans
-
7,859,339
-
-
Unsecured
Loans from shareholders
-
-
30,551,248
-
-
7,859,339
30,551,248
-
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
53
Loans and Borrowings
(Continued)
- 80 -
Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 20 for supporting information regarding loans and borrowings.
54
Lease liabilities
2022
2021
Maturity analysis
£
£
Within one year
335,557
319,114
In two to five years
408,026
597,432
Total undiscounted liabilities
743,583
916,546
Future finance charges and other adjustments
(146,484)
(171,822)
Lease liabilities in the financial statements
597,099
744,724

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2022
2021
£
£
Current liabilities
283,581
446,045
Non-current liabilities
313,518
298,679
597,099
744,724

Other leasing information

 

Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 23 for supporting information regarding lease liabilities.

JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 81 -
55
Deferred taxation
£
Deferred tax asset at 1 January 2021
1,079
Deferred tax asset at 31 December 2021
1,079
Charge to the statement of comprehensive income
(1,079)
Deferred tax asset at 31 December 2022
-
Deferred tax has not been recognised in respect of the following:
2022
2021
£
£
Asset
Asset
Fixed asset temporary differences
(925,198)
(1,018,432)
Short-term provisions
4,849
3,141
Share based payment
1,065,526
2,459,336
Available losses
8,919,281
2,995,972
Net deferred tax asset
9,064,458
4,440,017
Amount recognised within statement of financial position
-
(1,079)
Unrecognised deferred tax asset
9,064,458
4,438,938
Short term temporary differences such as fixed asset temporary differences and other temporary differences have arisen from accelerated capital allowances and disallowable provisions. The deferred tax liability on the fixed asset temporary differences has been offset, as permitted by IAS 12, with the deferred tax assets arising from usused losses and share based payments. Losses are available to carry forward indefinitely.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 82 -
56
Provisions for liabilities
2022
2021
£
£
At 1 January
846,105
87,763
Charge to the statement of comprehensive income
(87,763)
758,342
758,342
846,105

Provisions are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2022
2021
£
£
Current liabilities
758,342
730,823
Non-current liabilities
-
115,282
758,342
846,105

Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 25 for supporting information regarding provisions for liabilities.

57
Retirement benefit schemes
Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 33 for supporting information regarding retirement benefit schemes.
58
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Authorised
A Ordinary of 1p each
6,403
6,403
64
64
B Ordinary of 1p each
9,634
9,935
96
99
C Ordinary of 1p each
3,617
3,416
36
34
19,654
19,754
196
197
Issued and fully paid
A Ordinary of 1p each
6,403
6,403
64
64
B Ordinary of 1p each
9,634
9,634
99
99
C Ordinary of 1p each
3,617
3,617
34
34
19,654
19,654
197
197
Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 27 for supporting information regarding share capital.
JUUCE LIMITED
T/A "EO CHARGING"
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 83 -
59
Related party transactions

Transactions with other Group companies have not been disclosed as permitted by FRS101, as the Group companies are wholly owned. Other related party transactions disclosed within the consolidated financial statements are applicable to the company financial statements therefore refer to Note 36 for supporting information regarding other related party transactions.

60
Contingent liabilities and assets

Those matters mentioned in the group consolidated financial statements are applicable to the company financial statements therefore refer to Note 34 for supporting information regarding contingent liabilities.

61
Events after the reporting date
Those matters mentioned in the group consolidated financial statement are applicable to the company financial statements therefore refer to Note 35 for supporting information regarding events after the reporting date.
2022-12-312022-01-01falseCCH SoftwareCCH Accounts Production 2023.300Mr J C JardineMr C H JardineMrs K TewMr C CampbellMr S J HorleyMr M F N RestaMr B Abdel-WahabMr K MoussaDisclaimer of 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