Netronome Systems Limited
Unaudited Financial Statements
For the year ended 31 December 2023
Pages for Filing with Registrar
Company Registration No. 04880515 (England and Wales)
Netronome Systems Limited
Contents
Page
Balance sheet
1
Notes to the financial statements
2 - 6
Netronome Systems Limited
Balance Sheet
As at 31 December 2023
Page 1
2023
2022
Notes
£
£
£
£
Current assets
Debtors
4
1,418
46,912
Cash at bank and in hand
15,656
34,037
17,074
80,949
Creditors: amounts falling due within one year
5
(4,709,901)
(4,708,957)
Net current liabilities
(4,692,827)
(4,628,008)
Capital and reserves
Called up share capital
7
1,000
1,000
Profit and loss reserves
(4,693,827)
(4,629,008)
Total equity
(4,692,827)
(4,628,008)
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
For the financial year ended 31 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
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 members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 5 September 2024 and are signed on its behalf by:
P J Grace
Director
Company Registration No. 04880515
NETRONOME SYSTEMS LIMITED
Netronome Systems Limited
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 December 2023
Page 2
1
Accounting policies
Company information
Netronome Systems Limited (the "Company") is a private company limited by shares incorporated in England and Wales. The registered office is 6th Floor, 9 Appold Street, London, EC2A 2AP.
1.1
Accounting convention
These financial statements have been prepared in accordance with section 1A of FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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 financial statements, which are those of Netronome Systems Limited as an individual entity, have been prepared under the historical cost convention, modified to include the certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
The company made a loss for the year of £64,819 at the balance sheet date the company has net current liabilities of £4,692,827. The parent undertaking has agreed to provide financial support to the company for the foreseeable future. The financial statements do not include any adjustment that would result from the withdrawal of the financial support.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.4
Tangible fixed assets
Tangible fixed assets are measured at cost, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Plant and equipment
over 5 years
Fixtures and fittings
over 5 years
Computers
over 3 years
NETRONOME SYSTEMS LIMITED
Netronome Systems Limited
NOTES TO THE FINANCIAL STATEMENTS (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 3
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.5
Cash at bank and in hand
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.6
Debtors and creditors
Debtors
Short term debtors are measured at transaction price, less any impairment. Loans and other debtors receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
Creditors
Short term trade creditors and other current creditors payable on demand are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
1.7
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.8
Taxation
The tax expense represents the sum of the tax currently payable.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
1.9
Employee benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.10
Share-based payments
Where share options are awarded to employees, the fair value of the options at the date of grant Is charged to the Statement of comprehensive Income over the vesting period. Non-market vesting conditions are taken Into account by adjusting the number of equity Instruments expected to vest at each Balance sheet 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.
NETRONOME SYSTEMS LIMITED
Netronome Systems Limited
NOTES TO THE FINANCIAL STATEMENTS (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 4
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 Statement of comprehensive income over the remaining vesting period.
1.11
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.12
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Total
3
3
NETRONOME SYSTEMS LIMITED
Netronome Systems Limited
NOTES TO THE FINANCIAL STATEMENTS (Continued)
For the year ended 31 December 2023
Page 5
3
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 January 2023
108,160
Disposals
(108,160)
At 31 December 2023
Depreciation and impairment
At 1 January 2023
108,160
Eliminated in respect of disposals
(108,160)
At 31 December 2023
Carrying amount
At 31 December 2023
At 31 December 2022
4
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
10,800
Other debtors
1,418
20,387
Prepayments and accrued income
15,725
1,418
46,912
5
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
873
Amounts owed to group undertakings
4,704,442
4,698,385
Taxation and social security
2,969
Accruals and deferred income
5,459
6,730
4,709,901
4,708,957
6
Share-based payment transactions
Liabilities and expenses
NETRONOME SYSTEMS LIMITED
Netronome Systems Limited
NOTES TO THE FINANCIAL STATEMENTS (Continued)
For the year ended 31 December 2023
6
Share-based payment transactions
(Continued)
Page 6
Netronome Systems, Inc. the U.S. parent of the company operates an equity settled stock option plan for which all global employees of the group companies may be granted share option rights of its common stock. The options are typically four (4) year options and vest 25 percent on the first anniversary of the option grant and monthly thereafter. Vested options may be exercised at any time by the option holder and expire 10 years from the grant date. On termination of employment; i) unvested options are forfeited and returned to the stock option pool for availability for future distribution under the option plan, and ii) the option holder has ninety (90) days from their employment termination date to exercise any remaining vested options outstanding.
As at 31 December 2023, a total of 12,500 share options remain outstanding to one (1) employee at exercise prices ranging between $0.22 and $0.39 per share. The share options were granted between November 2017 and May 2019.
7
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1,000
1,000
1,000
1,000
8
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2023
2022
£
£
33,978
9
Related party transactions
The company has taken advantage of group exemption from disclosing transactions within 100% of the group.
Netronome Systems Inc is the parent company and it's principal place of business is 3159 Unionville Road, Suite 100, Cranberry Township, PA. 16066 USA.