Caseware UK (AP4) 2022.0.179 2022.0.179 2022-12-312022-12-31true2022-01-01falseNo description of principal activity7854falsetrue 11188295 2022-01-01 2022-12-31 11188295 2021-01-01 2021-12-31 11188295 2022-12-31 11188295 2021-12-31 11188295 2021-01-01 11188295 c:Director2 2022-01-01 2022-12-31 11188295 d:FurnitureFittings 2022-01-01 2022-12-31 11188295 d:FurnitureFittings 2022-12-31 11188295 d:FurnitureFittings 2021-12-31 11188295 d:FurnitureFittings d:OwnedOrFreeholdAssets 2022-01-01 2022-12-31 11188295 d:OfficeEquipment 2022-01-01 2022-12-31 11188295 d:OfficeEquipment 2022-12-31 11188295 d:OfficeEquipment 2021-12-31 11188295 d:OfficeEquipment d:OwnedOrFreeholdAssets 2022-01-01 2022-12-31 11188295 d:ComputerEquipment 2022-01-01 2022-12-31 11188295 d:ComputerEquipment 2022-12-31 11188295 d:ComputerEquipment 2021-12-31 11188295 d:ComputerEquipment d:OwnedOrFreeholdAssets 2022-01-01 2022-12-31 11188295 d:OwnedOrFreeholdAssets 2022-01-01 2022-12-31 11188295 d:CopyrightsPatentsTrademarksServiceOperatingRights 2022-01-01 2022-12-31 11188295 d:CopyrightsPatentsTrademarksServiceOperatingRights 2022-12-31 11188295 d:CopyrightsPatentsTrademarksServiceOperatingRights 2021-12-31 11188295 d:CurrentFinancialInstruments 2022-12-31 11188295 d:CurrentFinancialInstruments 2021-12-31 11188295 d:CurrentFinancialInstruments d:WithinOneYear 2022-12-31 11188295 d:CurrentFinancialInstruments d:WithinOneYear 2021-12-31 11188295 d:ShareCapital 2022-12-31 11188295 d:ShareCapital 2021-12-31 11188295 d:ShareCapital 2021-01-01 11188295 d:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 11188295 d:RetainedEarningsAccumulatedLosses 2022-12-31 11188295 d:RetainedEarningsAccumulatedLosses 2021-01-01 2021-12-31 11188295 d:RetainedEarningsAccumulatedLosses 2021-12-31 11188295 d:RetainedEarningsAccumulatedLosses 2021-01-01 11188295 c:FRS102 2022-01-01 2022-12-31 11188295 c:Audited 2022-01-01 2022-12-31 11188295 c:FullAccounts 2022-01-01 2022-12-31 11188295 c:PrivateLimitedCompanyLtd 2022-01-01 2022-12-31 11188295 d:Subsidiary1 2022-01-01 2022-12-31 11188295 d:Subsidiary1 1 2022-01-01 2022-12-31 11188295 d:Subsidiary2 2022-01-01 2022-12-31 11188295 d:Subsidiary2 1 2022-01-01 2022-12-31 11188295 d:Subsidiary4 2022-01-01 2022-12-31 11188295 d:Subsidiary4 1 2022-01-01 2022-12-31 11188295 d:Subsidiary5 2022-01-01 2022-12-31 11188295 d:Subsidiary5 1 2022-01-01 2022-12-31 11188295 d:WithinOneYear 2022-12-31 11188295 d:WithinOneYear 2021-12-31 11188295 c:SmallCompaniesRegimeForAccounts 2022-01-01 2022-12-31 11188295 6 2022-01-01 2022-12-31 11188295 d:CopyrightsPatentsTrademarksServiceOperatingRights d:OwnedIntangibleAssets 2022-01-01 2022-12-31 iso4217:GBP xbrli:pure

Registered number: 11188295









DUFFEL TECHNOLOGY LTD









FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

 
DUFFEL TECHNOLOGY LTD
REGISTERED NUMBER:11188295

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Intangible assets
 5 
8,727
10,283

Tangible assets
 6 
128,937
145,825

Investments
 7 
1,447,064
450,338

  
1,584,728
606,446

Current assets
  

Debtors: amounts falling due within one year
 8 
5,214,477
841,839

Cash at bank and in hand
  
7,652,447
2,985,772

  
12,866,924
3,827,611

Creditors: amounts falling due within one year
 9 
(34,908,731)
(15,149,959)

Net current liabilities
  
 
 
(22,041,807)
 
 
(11,322,348)

  

Net liabilities
  
(20,457,079)
(10,715,902)


Capital and reserves
  

Called up share capital 
  
30
30

Retained earnings
  
(20,457,109)
(10,715,932)

Shareholders' deficit
  
(20,457,079)
(10,715,902)


Page 1

 
DUFFEL TECHNOLOGY LTD
REGISTERED NUMBER:11188295
    
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2022

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The Company has opted not to file the Statement of Comprehensive Income in accordance with provisions applicable to companies subject to the small companies regime.

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




S D Domin
Director

Date: 13 March 2024

The notes on pages 4 to 14 form part of these financial statements.

Page 2

 
DUFFEL TECHNOLOGY LTD
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Retained earnings
Total equity

£
£
£


At 1 January 2021
30
(4,243,199)
(4,243,169)


Comprehensive loss for the year

Loss for the year
-
(6,472,733)
(6,472,733)



At 31 December 2021
30
(10,715,932)
(10,715,902)


Comprehensive loss for the year

Loss for the year
-
(9,741,177)
(9,741,177)


At 31 December 2022
30
(20,457,109)
(20,457,079)


Page 3

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

Duffel Technology Ltd is a private company, limited by shares, domiciled and incorporated in England and Wales (registered number: 11188295). The address of the registered office is 3rd Floor 100 Clifton Street, London, EC2A 4TP.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The following principal accounting policies have been applied:

 
2.2

Exemption from preparing consolidated financial statements

The Company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.

 
2.3

Going concern

The financial statements have been prepared on a going concern basis. The Company has net current liabilities of £22,041,807 (2021 - £11,322,348).
The business has experienced consistent volume growth throughout 2022 as travel restrictions began easing and this is continuing into 2024 with most restrictions being removed entirely.
Duffel Technology Inc, ('the parent company') has confirmed that loan amounts owed to them at the statement of financial position date amounting to £30,979,891 
(2021 - £14,176,749) will be repayable only when the Company has sufficient available funds to do so. Notwithstanding the above, in line with the overall strategy and operations of the group, the parent company has confirmed in writing that it will continue to provide further financial support to the Company for the foreseeable future and at least 12 months from approval of the financial statements. The Company has drawn up budgets and cashflows which show that with the financial support from the parent company it has sufficient cash reserves to continue as a going concern and pay its liabilities as they fall due for the foreseeable future.
Having assessed this in the context of the overall group and parent company's position, alongside the written confirmation of on-going financial support, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future being at least the next 12 months from signing of these financial statements.

Page 4

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

 
2.5

Turnover

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

Rendering of services

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of turnover can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Turnover relates to service fees earned from customers. The cost of flights booked on the Company's system is recharged on to the customer, and consequently in line with the Company's role as an agent to the transaction.

 
2.6

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Page 5

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.7

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Domain names
-
10
years straight-line

 
2.8

Tangible fixed assets

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

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Fixtures and fittings
-
33%
Office equipment
-
33%
Computer equipment
-
33%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.9

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.10

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

Page 6

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.11

Financial instruments

Financial assets and financial liabilities are recognised in the Statement of Financial Position when the Company becomes a party to the contractual provisions of the instrument.
Trade and other debtors and creditors are classified as basic financial instruments and measured at initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the Company will not be able to collect all amounts due.
Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank, short-term bank deposits with an original maturity of three months or less and bank overdrafts which are an integral part of the Company’s cash management.
Financial liabilities and equity instruments issued by the Company are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.

 
2.12

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Statement of Financial Position date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

 
2.13

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

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

Page 7

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the Company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The judgements, estimates and assumptions are evaluated at each reporting date and are based on historical experience as adjusted for current market conditions and other factors. Management makes estimates and assumptions concerning the future in preparing the financial statements and the actual results will not always reflect the accounting estimates made. The estimates and assumptions that had a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities of the Company are outlined below.
The Company reviews the valuation of its investments on an annual basis. Having completed this review, the directors' judgement was that these balances were impaired and therefore they calculated an estimate of the year end position. Based on an estimate of the recoverable amount, the carrying value of the investments were impaired by £1,012,296
 (2021 - £Nil) reducing the carrying value to £1,447,064 (2021 - £450,338). These impairments relate directly to the France and Australia subsidiaries. The directors determined the recoverable value using a discounted cash flow for each of the subsidiaries. This looked at multiple scenarios with sensitivity analysis performed on the expected EBITDA discounted to calculate the expected present value. The recoverable value determined was based on a scenario of 12% growth in revenue year on year.


4.


Employees

The average monthly number of employees, including directors, during the year was 78 (2021 - 54).

Page 8

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

5.


Intangible assets




Domain name

£



Cost


At 1 January 2022
15,425



At 31 December 2022

15,425



Amortisation


At 1 January 2022
5,142


Charge for the year
1,556



At 31 December 2022

6,698



Net book value



At 31 December 2022
8,727



At 31 December 2021
10,283



Page 9

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

6.


Tangible fixed assets





Fixtures and fittings
Office equipment
Computer equipment
Total

£
£
£
£



Cost


At 1 January 2022
23,145
42,479
181,116
246,740


Additions
26,360
1,814
55,318
83,492


Disposals
(3,425)
-
(35,921)
(39,346)



At 31 December 2022

46,080
44,293
200,513
290,886



Depreciation


At 1 January 2022
14,396
11,549
74,970
100,915


Charge for the year
12,377
13,379
61,821
87,577


Disposals
(3,071)
-
(23,472)
(26,543)



At 31 December 2022

23,702
24,928
113,319
161,949



Net book value



At 31 December 2022
22,378
19,365
87,194
128,937



At 31 December 2021
8,749
30,930
106,146
145,825

Page 10

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

7.


Fixed asset investments





Investments in subsidiary companies

£



Cost


At 1 January 2022
450,338


Additions
2,009,022



At 31 December 2022

2,459,360



Impairment


Charge for the period
1,012,296



At 31 December 2022

1,012,296



Net book value



At 31 December 2022
1,447,064



At 31 December 2021
450,338

The additions relate to an increase in share capital in Duffel Travel France & Duffel Travel Australia  Pty Ltd. The subsequent impairment also relates to these subsidiaries, as detailed in note 3.


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Duffel Travel Ireland Limited
70 Sir John Rogerson's Quay, Dublin 2, Republic of Ireland
Ordinary
100%
Duffel Travel France
128 Rue la Boétie, 75008 Paris, France
Ordinary
100%
Duffel Travel US, Inc
1967 Wehrle Drive, Suite 1-086, Buffalo, NY, 14221, United States of America
Ordinary
100%
Duffel Travel Australia Pty Ltd
Suite 1, Level 18, 227 Elizabeth St., Sydney NSW, 2000, Australia
Ordinary
100%

Page 11

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

8.


Debtors

2022
2021
£
£


Trade debtors
14,064
2,629

Amounts owed by group undertakings
4,106,139
420,487

Other debtors
870,257
210,772

Prepayments and accrued income
178,191
153,015

Tax recoverable
45,826
54,936

5,214,477
841,839



9.


Creditors: Amounts falling due within one year

2022
2021
£
£

Trade creditors
104,484
239,708

Amounts owed to group undertakings
33,829,060
14,325,561

Other taxation and social security
201,863
223,546

Other creditors
641,345
243,091

Accruals and deferred income
131,979
118,053

34,908,731
15,149,959


The amounts owed to group undertakings are interest-free, unsecured and repayable on demand.

Page 12

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

10.


Share-based payments

During the year, the Company met the eligibility criteria to grant options under the Enterprise Management Incentive (“EMI”) scheme. It was agreed by Management that all previously granted options to UK employees, previously granted as Non Tax Favoured options, should be cancelled and replaced with EMI options. This was approved by the Board of Directors and completed within the year. The terms of the options remained the same including; 
- The number of options to be granted
- The vesting schedule
- The exercise price 
These options issued under the Parent Company's scheme continued to have an exercise price of $0.50 per share, and were dependent on the individual's continued employment with the Company.
All options re-issued had two-part vesting conditions: 25% of the options shall vest on the first anniversary of the relevant Vesting Commencement Date and the remaining 75% of the Shares shall vest in 36 equal monthly instalments following the first anniversary of the Vesting Commencement Date. The Vesting Commencement Date for each individual was the date of their first day of employment with the Company and varied for dates throughout the financial year. 
Additionally within the year, the Parent Company decided to launch a regrant scheme to employees who met certain criteria related to tenure within the Group. These options were granted as EMI options and the only difference to the above grants related to the vesting conditions: as the 1 year cliff was removed and these options vested evenly over 48 equal monthly instalments and also the Vesting Commencement Date was the date of the 2nd and/or 3rd anniversary of the original date of employment.
No share-based payment charge has been recognised in the year as the shares are considered to hold a small fair value such that any expense would not be material to the financial statements 
(2021 - £Nil).


11.


Pension commitments

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £163,048 (2021 - £112,695). Contributions totalling £22,256 (2021 - £25,915) were payable to the fund at the reporting date.


12.


Commitments under operating leases

At 31 December the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2022
2021
£
£


Not later than 1 year
391,200
145,973

Page 13

 
DUFFEL TECHNOLOGY LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

13.


Related party transactions

The Company has taken advantage of the exemption in FRS 102 Section 33.1A to not disclose transactions with wholly owned group entities.
 
Key management personnel 

Key management are those persons having authority and responsibility for planning, controlling and directing the activities of the Company, and includes the directors. Total key management personnel remuneration was £199,138 (2021 - £231,000).
At the year end, the directors owed the Company £18,038 
(2021 - £8,037). The loan is interest free and repayable on demand.


14.


Controlling party

The immediate and ultimate parent undertaking is Duffel Technology Inc., a company incorporated in the United States of America. The registered office address is 651 North Broad Street, Suite 206, Middletown, DE 19709 Delaware, United States of America.
The directors consider there to be no ultimate controlling party. 


15.


Auditor's information

The auditor's report on the financial statements for the year ended 31 December 2022 was unqualified and the auditor drew attention by way of emphasis to note 2.3 which notes the reliance on financial support from the Company's parent.

The audit report was signed on 14 March 2024 by Chetan Mistry (Senior Statutory Auditor) on behalf of CLA Evelyn Partners Limited.

Page 14