REGISTERED NUMBER: |
FINANCIAL STATEMENTS |
FOR THE PERIOD |
25 JANUARY 2023 TO 31 DECEMBER 2023 |
FOR |
ONESIGNAL UK, LTD |
REGISTERED NUMBER: |
FINANCIAL STATEMENTS |
FOR THE PERIOD |
25 JANUARY 2023 TO 31 DECEMBER 2023 |
FOR |
ONESIGNAL UK, LTD |
ONESIGNAL UK, LTD (REGISTERED NUMBER: 14616908) |
CONTENTS OF THE FINANCIAL STATEMENTS |
for the Period 25 January 2023 to 31 December 2023 |
Page |
Company Information | 1 |
Balance Sheet | 2 |
Notes to the Financial Statements | 3 |
ONESIGNAL UK, LTD |
COMPANY INFORMATION |
for the Period 25 January 2023 to 31 December 2023 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditors |
Herschel House |
58 Herschel Street |
Slough |
Berkshire |
SL1 1PG |
ONESIGNAL UK, LTD (REGISTERED NUMBER: 14616908) |
BALANCE SHEET |
31 December 2023 |
Notes | £ | £ |
FIXED ASSETS |
Tangible assets | 4 |
CURRENT ASSETS |
Debtors | 5 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 6 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 8 |
Capital contribution reserve | 9 |
Retained earnings | 9 | ( |
) |
SHAREHOLDERS' FUNDS |
In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered. |
The financial statements were approved by the Board of Directors and authorised for issue on |
ONESIGNAL UK, LTD (REGISTERED NUMBER: 14616908) |
NOTES TO THE FINANCIAL STATEMENTS |
for the Period 25 January 2023 to 31 December 2023 |
1. | STATUTORY INFORMATION |
OneSignal UK, Ltd is a |
The trading address is 9 Noel Street, Soho, London, W1F 8GQ. |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The company has obtained a letter of support from the immediate parent company, OneSignal Inc. The directors of the parent company have provided a commitment to provide any financial support which may be necessary in order for the company to meet liabilities, as they fall due, for a period of at least 12 months and 1 day from the signing of the audit report. As a result of this commitment the directors have continued to adopt the going concern basis in preparing these financial statements. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Turnover is calculated on a cost plus basis, and is recharged to the parent company. Turnover is recognised in the same period that the recharged costs are recognised. |
Tangible fixed assets |
Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses. |
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. |
Computer Equipment -33% on cost |
Financial instruments |
Basic financial instruments, as covered by Section 11 of FRS 102, are measured at amortised cost. The company does not have any other financial instruments, as covered by Section 12 of FRS 102. |
Taxation |
Taxation for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
ONESIGNAL UK, LTD (REGISTERED NUMBER: 14616908) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
for the Period 25 January 2023 to 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
Share-based payments |
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the rendering of services. |
The cost of equity-settled transactions is measured at fair value on grant date. Fair value is independently determined using the Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the Company receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions. |
The cost of equity-settled transactions is recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.When the awards are exercised, the cumulative charge shown in the capital contribution reserve is transferred to retained earnings |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the period was |
ONESIGNAL UK, LTD (REGISTERED NUMBER: 14616908) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
for the Period 25 January 2023 to 31 December 2023 |
4. | TANGIBLE FIXED ASSETS |
Plant and |
machinery |
etc |
£ |
COST |
Additions |
At 31 December 2023 |
DEPRECIATION |
Charge for period |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
5. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
£ |
Amounts owed by group undertakings |
Other debtors |
6. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
£ |
Trade creditors |
Taxation and social security |
Other creditors & accruals |
7. | LEASING AGREEMENTS |
Minimum lease payments under non-cancellable operating leases fall due as follows: |
£ |
Within one year |
8. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal |
value: | £ |
Ordinary | £1 | 1,000 |
1,000 Ordinary shares of £1 each were allotted and fully paid for |
ONESIGNAL UK, LTD (REGISTERED NUMBER: 14616908) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
for the Period 25 January 2023 to 31 December 2023 |
9. | RESERVES |
Capital |
Retained | contribution |
earnings | reserve | Totals |
£ | £ | £ |
Deficit for the period | (24,434 | ) | (24,434 | ) |
Share-based payments | - | 153,640 | 153,640 |
Vested options forfeited | 1,198 | (1,198 | ) | - |
Vested options exercised | 6,388 | (6,388 | ) | - |
At 31 December 2023 | (16,848 | ) | 146,054 | 129,206 |
10. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
The Report of the Auditors was unqualified. |
for and on behalf of |
We would like to draw your attention to the following statement contained within our audit report as included within the full financial statements:- |
"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 a Report of the Auditors 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." |
11. | ULTIMATE PARENT & CONTROLLING PARTY |
At the balance sheet date the immediate and ultimate parent company is OneSignal, Inc., registered office 201 S. B Street, San Mateo, CA 94401, which is a company incorporated in the United States of America. Financial statements are not publicly available. The directors believe there is no ultimate controlling party. |
12. | SHARE-BASED PAYMENT TRANSACTIONS |
The Company has issued equity settled share options to its employees. The equity offered is that of the parent company, OneSignal Inc. These options all vest over a period of 4 years and expire after 10 years from the vesting commencement date. |
The following table summarises the equity settled share options with employees in the period: |
Item | Number | Weighted average exercise price ($ | ) |
Outstanding at the beginning of the period | - | - |
Granted during the year | 961,080 | 0.22 |
Forfeited/cancelled during the period | (33,333 | ) | 0.22 |
Exercised during the period | (16,667 | ) | 0.22 |
Expired during the period | - | - |
Outstanding at the end of the period | 911,080 | 0.22 |
Exercisable at the end of the period | 26,592 | 0.22 |
The charge recognised in the year was £153,640. |