Nayax (UK) Ltd Filleted Accounts Cover |
Audited accounts | |||||||||
Company No. 07939558 | |||||||||
Nayax (UK) Ltd Directors Report Registrar |
The Directors present their report and the accounts for the year ended 31 December 2023. | |||||||||
Principal activities | |||||||||
Directors | |||||||||
The Directors who served at any time during the year were as follows: | |||||||||
D. Ben Avi | |||||||||
A. Nechmad | |||||||||
Y. Nechmad | |||||||||
Statement of directors' responsibilities | |||||||||
The Directors are responsible for preparing the Directors' report and the accounts in accordance with applicable law and regulations. | |||||||||
Company law requires the directors to prepare accounts for each financial year. Under that law the directors have elected to prepare the accounts 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 accounts unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these accounts, the directors are required to: | |||||||||
* | select suitable accounting policies and then apply them consistently; | ||||||||
* | make judgments and estimates that are reasonable and prudent; | ||||||||
* | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. | ||||||||
The directors are responsible for keeping adequate accounting records that show and explain the 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. | |||||||||
Statement of disclosure of information to auditor | |||||||||
So far as the directors are aware, there is no relevant audit information of which the company's auditors are unaware and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant information and to establish that the company's auditors are aware of that information. | |||||||||
Signed on behalf of the board | |||||||||
Y. Nechmad | |||||||||
Director | |||||||||
12 August 2024 |
Nayax (UK) Ltd Balance Sheet Registrar |
at | ||||||||||
Company No. | Notes | 2023 | 2022 | |||||||
£ | £ | |||||||||
Current assets | ||||||||||
Stocks | 4 | |||||||||
Debtors | 5 | |||||||||
Cash at bank and in hand | ||||||||||
Creditors: Amount falling due within one year | 6 | ( | ( | |||||||
Net current assets | ||||||||||
Total assets less current liabilities | ||||||||||
Net assets | ||||||||||
Capital and reserves | ||||||||||
Called up share capital | ||||||||||
Other reserves | 7 | |||||||||
Profit and loss account | 7 | |||||||||
Total equity | ||||||||||
As permitted by section 444 (5A)of the Companies Act 2006 the directors have not delivered to the Registrar a copy of the company's profit and loss account. | ||||||||||
Approved by the board on 12 August 2024 | ||||||||||
And signed on its behalf by: | ||||||||||
Y. Nechmad | ||||||||||
12 August 2024 | ||||||||||
As permitted by section 444 (5A)of the Companies Act 2006 the directors have not delivered to the Registrar a copy of the company's profit and loss account. | ||||||||||
Approved by the board on 12 August 2024 | ||||||||||
And signed on its behalf by: | ||||||||||
Y. Nechmad | ||||||||||
Director | ||||||||||
12 August 2024 |
Nayax (UK) Ltd Notes to the Accounts Registrar |
for the year ended 31 December 2023 | ||||||||||||||
1 | General information | |||||||||||||
Its registered number is: 07939558 | ||||||||||||||
Its registered office is: | ||||||||||||||
Going concern | ||||||||||||||
2 | Accounting policies | |||||||||||||
Turnover | ||||||||||||||
Revenue from the sale of goods is recognised when all the following conditions are satisfied: • the Company has transferred to the buyer the significant risks and rewards of ownership of the goods; • the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; • the amount of revenue can be measured reliably; • it is probable that the economic benefits associated with the transaction will flow to the Company; and • the costs incurred or to be incurred in respect of the transaction can be measured reliably. Specifically, revenue from the sale of goods is recognised when goods are delivered and legal title is passed. | ||||||||||||||
Taxation | ||||||||||||||
Income tax expense represents the sum of the tax currently payable and deferred tax. The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the profit and loss account because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period. | ||||||||||||||
Stocks | ||||||||||||||
Trade and other debtors | ||||||||||||||
Trade and other creditors | ||||||||||||||
Foreign currencies | ||||||||||||||
Judgements and key sources of estimation uncertainty | ||||||||||||||
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors including expectations of future events that are believed to be reasonable under the circumstances. | ||||||||||||||
Cash and cash equivalents | ||||||||||||||
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. | ||||||||||||||
Operating leases: as lessee | ||||||||||||||
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset. | ||||||||||||||
Share based payments | ||||||||||||||
Share-based payment arrangements in which the entity receives goods or services as consideration for its own equity instruments are accounted for as equity-settled share-based payment transactions, regardless of how the equity instruments are obtained by the entity. | ||||||||||||||
The grant date fair value of share-based payments awards granted to employees is recognised as an employee expense, with a corresponding increase in equity, over the period in which the employees become unconditionally entitled to the awards. The fair value of the awards granted is measured based on an using an option valuation model, taking into account the terms and conditions upon which the awards were granted. The amount recognised as an expense is adjusted to reflect the actual number of awards for which the related service and non-market vesting conditions are expected to be met, such that the amount ultimately recognised as an expense is based on the number of awards that do meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes. | ||||||||||||||
Where the terms and conditions of options are modified before they vest, the increase in the fair value of options, measured immediately before and after the modification, is also charged to the Profit and Loss account over the remaining vesting period. | ||||||||||||||
Defined contribution pensions | ||||||||||||||
The contributions are recognised as expenses when they fall due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the company in independently administered funds. | ||||||||||||||
Provisions | ||||||||||||||
Provisions are charged as an expense to the profit and loss account in the year that the Company becomes aware of the obligation, and are measured at the best estimate at balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties. When payments are eventually made, they are charged to the provision carried in the balance sheet. | ||||||||||||||
3 | Employees | |||||||||||||
2023 | 2022 | |||||||||||||
Number | Number | |||||||||||||
The average monthly number of employees (including directors) during the year was: | ||||||||||||||
4 | Stocks | |||||||||||||
2023 | 2022 | |||||||||||||
£ | £ | |||||||||||||
Finished goods | ||||||||||||||
5 | Debtors | |||||||||||||
2023 | 2022 | |||||||||||||
£ | £ | |||||||||||||
Trade debtors | ||||||||||||||
Amounts owed by group undertakings | ||||||||||||||
Other debtors | ||||||||||||||
Prepayments and accrued income | ||||||||||||||
2,488,961 | 1,648,980 | |||||||||||||
Changes in the billing cycle of one revenue stream has resulted in the accrued income balance at the year end. | ||||||||||||||
6 | Creditors: | |||||||||||||
amounts falling due within one year | ||||||||||||||
2023 | 2022 | |||||||||||||
£ | £ | |||||||||||||
Trade creditors | ||||||||||||||
Amounts owed to group undertakings | ||||||||||||||
Taxes and social security | ||||||||||||||
Other creditors | ||||||||||||||
Accruals and deferred income | ||||||||||||||
7 | Reserves | |||||||||||||
Other reserves | Total other reserves | |||||||||||||
£ | £ | |||||||||||||
At 1 January 2022 | ||||||||||||||
Transfers | ||||||||||||||
At 31 December 2022 and 1 January 2023 | ||||||||||||||
Transfers | ||||||||||||||
At 31 December 2023 | ||||||||||||||
8 | Guarantees and commitments | |||||||||||||
2023 | 2022 | |||||||||||||
£ | £ | |||||||||||||
Total of guarantees and commitments | ||||||||||||||
9 | Share based payments | |||||||||||||
The company operates an employee share option plan. 11,602 Options have been granted in 2023 (2022: 18,000) for shares in the company. | ||||||||||||||
Details of the share option outstanding during the year are as follows, presented in USD: | ||||||||||||||
Weighted average exercise price (USD) 2023 | Number 2023 | Weighted average exercise price (USD) 2022 | Number 2022 | |||||||||||
Outstanding as at beginning of year | 1.559 | 338,000 | 1.475 | 320,000 | ||||||||||
Granted during the year | 12 | 11,602 | 3.060 | 18,000 | ||||||||||
Cancelled during the year | - | - | - | - | ||||||||||
Outstanding as at the end of the year | 2 | 349,602 | 1.559 | 338,000 | ||||||||||
2023 | 2022 | |||||||||||||
Option pricing model used | Black and Scholes | Black and Scholes | ||||||||||||
Share price (USD) | 12.18 | 3.060 | ||||||||||||
Exercise price (USD) | 12.18 | 3.060 | ||||||||||||
Contractual life (years) | 4.46 | 4.44 | ||||||||||||
Expected volatility | 0.6266 | 0.5453 | ||||||||||||
Risk-free interest rate | 0.0396 | 0.83% | ||||||||||||
2023 | 2022 | |||||||||||||
£ | £ | |||||||||||||
Equity-settled schemes | 304,949 | 106,566 | ||||||||||||
10 | Related party disclosures | |||||||||||||
Transactions with related parties | ||||||||||||||
Parent Company | ||||||||||||||
The name of the parent of the smallest group for which consolidated financial statements are drawn up of which this entity is a member: | ||||||||||||||
Nayax Ltd | ||||||||||||||
The parent's registered office address is: | ||||||||||||||
3 Arik Einstein, Herzeliya, 4659071, Israel | ||||||||||||||
11 | Audit of the accounts | |||||||||||||
The directors have required the company to obtain an audit. | ||||||||||||||
Unqualified | ||||||||||||||
The auditors were: Gordon Levy Limited | ||||||||||||||
The senior statutory auditor was: Gordon Levy, BA, FCA | ||||||||||||||