Glint Pay Ltd
Annual Report and Financial Statements
For the year ended 31 December 2022
Company Registration No. 09507932 (England and Wales)
Glint Pay Ltd
Company Information
Directors
O Bolitho (non-executive)
J Cozens
H Fukuda OBE (non-executive)
L Charbonnier (non-executive)
(Appointed 7 March 2022)
C Dewar (non-executive)
(Appointed 16 May 2023)
Secretary
J Cozens
Company number
09507932
Registered office
Kemp House
124 City Road
London
EC1V 2NX
Auditor
Moore Kingston Smith LLP
6th Floor
9 Appold Street
London
EC2A 2AP
Glint Pay Ltd
Contents
Page
Strategic report
1 - 5
Directors' report
6 - 8
Independent auditor's report
7 - 10
Group profit and loss account
14
Group balance sheet
15
Company balance sheet
16
Group statement of changes in equity
17
Company statement of changes in equity
18
Group statement of cash flows
19
Notes to the financial statements
20 - 38
Glint Pay Ltd
Strategic Report
For the year ended 31 December 2022
Page 1

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

Fair review of the business

The business of the Glint Pay Ltd group of companies continued unchanged throughout the year under review. Glint Pay Ltd (the "Company") is a 100% parent of Glint Pay UK Ltd (GPUK), Glint Pay Services Ltd (GPS), Glint Pay Aps  and Glint Pay Inc., together referred to as the Group/ Glint in this report. The Company is non-trading and its sole purpose is to hold investment in the subsidiary companies.

 

The group made a loss for the year of £7,796,903 (2021: £6,164,969) and at the year end has net current liabilities of £137,244 (2021: £2,139,350) and net assets of £188,579 (2021: £384,086).

 

Glint is committed to building a secure and global gold based financial services ecosystem. Alongside fiat currencies such as USD, GBP and EUR, Glint technology makes it possible for physical gold bullion to be used in everyday payments by its account holders via its smartphone app and Mastercard. In doing so it is engaged in issuing electronic money (e-money) and providing payment services. Its proprietary system allows for physical gold bullion to be bought, securely stored as allocated gold at a Brinks vault that is insured by Lloyds of London, converted to e-money in multiple currencies or spent as e-money in payment transactions in any quantity anywhere in the world where Mastercard is accepted at real-time prices, thereby giving gold bullion direct liquidity.

 

Glint also allows customers to send money, including gold, directly via Peer-to-Peer (“P2P”) to other Glint Clients.

 

Glint accounts are currently open to applicants from 137 countries via its smartphone app which is run from the UK by subsidiary, Glint Pay Services Ltd, The company issues its Mastercard in the UK and USA which is available to spend anywhere that Mastercard is accepted (currently 190+ countries). 

 

Post balance sheet date

In 2023, Glint launched version 3 of the Glint retail app on both IOS and Android which has delivered increased customer engagement. The new version has enabled the development of new revenue generating features, including the Gains and Losses reports as well as Gold Accumulation Plans which allow customers to buy gold regularly.

 

As is typical with early stage FinTech companies, Glint continues to rely on equity funding. Glint has raised c£38m to date to fund the development and rollout of its first-of-a-kind global gold payments platform. During 2024, as a part of its latest funding round, the group has raised £1.3m and has further commitments for an additional £2m.

 

A subsidiary, Glint Pay Services Limited, is funded through a mixture of intercompany loans and equity share capital.  The loan is capitalised through the issue of equity instruments to provide Glint Pay Services Limited with sufficient capital to operate.  Subsequent to the balance sheet date, additional capital has been injected by the company to ensure the subsidiary has sufficient capital to meet its requirements. For details, see Note 24.

Glint Pay Ltd
Strategic Report (Continued)
For the year ended 31 December 2022
Page 2

Principal risks and uncertainties

 

Business risk

The directors consider the group’s principal business risk to be failing to generate sufficient funding required to grow the Business to profitability.

 

Operational risk

The company’s operations are overseen by management with decades of digital technology and financial markets experience, specifically in running payments, foreign exchange, and gold transactions. The risks to the company in client transactions are minimised by its proprietary Glint Payments Execution System (PES). This, combined with transaction monitoring, ensures accurate completion of all transactions on a 24 hour basis including weekends. In the event of a system failure, the Payments team immediately puts into effect telephone dealing to complete transactions. In relation to infrastructure risks, the Technology team is in place to immediately rectify any system faults.

 

The operational risks of the regulated subsidiary Glint Pay Services Ltd are underpinned by the Electronic Money Regulations ongoing capital (own funds) requirements. The FCA have also stipulated that, for the protection of client funds, this subsidiary maintains both solvent and insolvent wind up plans.

 

Card Liquidity risk

To ensure timely execution of client transactions and that client transactions do not fail for reasons of liquidity shortage, the company maintains an appropriate level of liquidity float with Mastercard at all times in the relevant currencies. The company does not foresee that there might be a sudden surge in demand within 24 hours to render the float inadequate; however it maintains at all times a line of credit to avoid such emergencies.

 

Foreign Exchange risk

The company actively manages its Treasury to ensure that there are at all times available liquidity in Pounds Sterling, US Dollars, and Euros appropriate, to minimise risks to the company from market fluctuations in foreign exchange. The company reports in Pounds Sterling. Revenues earned in other currencies are translated into Sterling at the prevailing exchange rate.

 

Gold bullion execution and settlement risk

The company is not exposed to execution and settlement risk for client transactions in physical gold bullion per se. Gold transactions are at spot rate and must be prefunded by the client, Glint does not operate on margin. The gold liquidity provider, an LBMA full member, makes available at all times a float of a physical gold bar within an ombudsman account in the Brinks vault specifically for Glint client transactions. Therefore, the logistics of Clients’ purchases and sales of gold take place within the vault. All purchases and sales are at the liquidity providers’ real-time market quote fed through the Glint PES for 24-hour settlement. Client transactions in gold bullion are by definition outside the banking sector.

 

Market risk

The company has limited treasury risk exposure. However, it could be exposed to risk in times of unusual extreme fluctuations in foreign exchange markets or the physical gold bullion spot market. Most of these risks are mitigated as described above. The company does not deploy nor have positions in derivative instruments.

Counterparty risk

The company is exposed to failures of its counterparties in foreign exchange and gold bullion. To mitigate the risk of banking counterparty failure, the company maintains its own funds in two separate banks, one of which is short-term A rated or equivalent. Funds from clients resident in the UK, SEPA region and other countries excluding the USA are held in segregated and safeguarded accounts at Lloyds Bank PLC, and are separate from the bank’s capital and from Glint’s own corporate accounts. US client funds are held in segregated accounts at Sutton Bank, separate from Glint’s own corporate accounts, where they are protected up to $250,000 with Federal Deposit Insurance Corporation (FDIC) insurance.

Glint Pay Ltd
Strategic Report (Continued)
For the year ended 31 December 2022
Page 3
Key performance indicators

 

2022

2021

As restated

(Note 29)

Gross Revenue           

£83,053,818

£52,294,672

Gold on Platform        

$106,026,056

$68,397,789

Fee Income                 

£1,144,831

£373,585

Fee Income Margin     

64%

40%

Operating Loss            

£(7,740,703)

£(5,366,350)

EBITDA                       

£(6,092,296)

£(3,998,181)

 

 

 

The pace of client acquisition and activity on the platform gained speed in 2022 with fee income growth of over 300%.   Spending on marketing and introduction of additional revenue streams has resulted in an improved fee income margin along with higher overall Gross Revenue and Gold on Platform, both of which are the highest in the Group’s history.

During 2022 the company scaled up significantly to develop and launch Version 3 of the Glint retail app combined with additional spending on operations and technology resulting in the increase in operating losses for 2022. 

Since the successful launch of the v3 later in 2023, the company successfully streamlined operations and enhanced efficiency, reducing costs by 50% while maintaining our high standards and service quality.

The Business continues to innovate and new functionality on the Glint technology platform including Peer-to-Peer (P2P) transfers, a Gold Portal that enables Wealth Managers to buy allocated gold whilst giving their clients unprecedented liquidity on their portfolio.

Glint Pay Ltd
Strategic Report (Continued)
For the year ended 31 December 2022
Page 4
Section 172(1) statement

 

Decision Making and Governance

The activities of the company are overseen by the Board of Directors, the majority of whom are independent as defined in the UK corporate governance code. Its philosophy and that of the company is to operate in a transparent culture with positive debate and practical challenge, including those of the Board Observers who represent significant capital commitment to the company.

 

The Board reviews the culture and manner in which management operates, as well as the group and company’s performance, at its regular meetings. All significant management decisions are discussed by the directors for their likely consequences in the long term for the performance of the group and company, and for their impact on the group and company’s long term strategic aims. The Board endeavours to ensure that activities of the group and company stay within the agreed strategy to build the business of the group. The impact that any corporate decision might have on all stakeholders - employees, suppliers and customers - are fully discussed at each meeting. The group and company aims to meet the highest standards of business conduct. This is demonstrated by the Board being informed and monitoring on-going compliance with relevant standards to ensure that management operates and makes informed decisions, acting in ways what promote high standards of business conduct.  After weighing up all relevant factors, the Directors consider which course of action best enables delivery of the group and company’s strategy in the long term, taking into consideration the impact on stakeholders and acting fairly between the members of the company.

 

In addition to the principal risks discussed in the sections above, the Board and the management are very conscious of the risks emanating from increased environmental, social and governance challenges and address any impact that may arise from the company’s operations.

 

Shareholders

The CEO and members of the Board are in frequent communication with shareholders on the progress of the company both in person and through regular reports sent electronically under confidential cover.

 

Customers

The company engages with customers through weekly e-mail newsletters and review platforms, providing the forum for suggestions and complaints and customer service is operational six days a week.

 

Suppliers

The Board seeks to ensure that there is a constructive working relationship with suppliers and service providers and that any contractual arrangements are in line with best practice and that their performance meets the expectation of the Board, the management, the employees and other stakeholders.

 

 

Our People

Positive workplace culture attracts talent, drives engagement, impacts happiness and satisfaction, and affects performance. Management is committed to an open culture with weekly staff meetings, while ensuring that a high standard of business conduct is embedded throughout the company. Management has also implemented best practices such as employee surveys and one-on-one meetings in order to measure the pulse of the company culture.

 

Glint Pay Ltd
Strategic Report (Continued)
For the year ended 31 December 2022
Page 5

On behalf of the board

J Cozens
Director
13 September 2024
Glint Pay Ltd
Directors' Report
For the year ended 31 December 2022
Page 6

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

Principal activities

The principal activity of the company and group continued to be that of the development of Glint, a comprehensive micro-services architecture to create a highly scalable and resilient savings and payment infrastructure.

Results and dividends

The results for the year are set out on page 14.

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:

O Bolitho (non-executive)
J Cozens
H Fukuda OBE (non-executive)
M S A Grubb (non-executive)
(Resigned 16 May 2023)
L Charbonnier (non-executive)
(Appointed 7 March 2022)
C Dewar (non-executive)
(Appointed 16 May 2023)
Directors' insurance

At 31 December 2022, third party indemnity provision for the benefit of the Company’s directors was in force.

Research and development

Under the Government’s R&D tax relief scheme the group has successfully made claims in respect of previous accounting periods of £375,089 (2021 - £nil) which have been credited to the taxation line.

 

It is intended that a claim in respect of 2022 will be prepared and submitted shortly after these accounts have been approved by the board.

 

The nature of the group’s activities resulted in a significant investment of £1,490,963 (2021: £856,627) in R&D projects in the year. No R&D expenditure related to the research phase.

Auditor

In accordance with the company's articles, a resolution proposing that Moore Kingston Smith LLP be reappointed as auditor of the group will be put at a General Meeting.

Energy and carbon report

As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

Glint Pay Ltd
Directors' Report (Continued)
For the year ended 31 December 2022
Page 7
Statement of directors' responsibilities

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

Strategic report

The group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of relationships with employees, customers and suppliers, and also post balance sheet events.true

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Glint Pay Ltd
Directors' Report (Continued)
For the year ended 31 December 2022
Page 8
Going concern

The group made a loss for the year of £7,796,903 (2021: £6,164,969) and at the year end has net current liabilities of £137,244 (2021: £2,139,350) and net assets of £188,579 (2021: £384,086).

 

The directors have adopted the going concern basis in preparing these financial statements. In adopting the going concern basis, the directors are required to consider whether the group and parent company can continue in operational existence for the foreseeable future. In making this assessment, management have prepared, and the directors have approved the following matters:

 

· The group and parent company current performance and planned growth;

· The group and parent company cashflow forecasts for a period of at least 12 months from the date of approval of these financial statements, as well as a base case forecast; and,

· The company’s track record of successful fundraising from shareholders and other investors, as evidenced in previous periods and the period subsequent to the reporting date, and the current financing options that are on offer under the financing round already subscribed.

 

The directors believe that the group and parent company is well placed to manage its business risks, raise sufficient additional funding and achieve its growth potential, and therefore have a reasonable expectation that the group and parent company has adequate resources to continue in operational existence for at least the next 12 months following the date of approval of the financial statements. In addition, following the successful launch of version 3 of the Glint pay app in 2023, the group has streamlined its operations and enhanced efficiency, reducing fixed costs by 50% while maintaining high standards and service quality. In common with similar businesses at this stage of development, the group is dependent on this financing being made available to it from its existing and/or new shareholders or other providers of finance. Such funding will enable the group to execute its business plan, realise the significant commercial opportunities available to it, and meet its liabilities as they fall due. In addition, the repayment date of the loan balance of £2.5m owed to a third party and shareholder has again been extended to September 2025.

 

However, in the base case scenario, which is considered as severe but plausible scenario, the lack of additional funding will result in insufficient liquidity in the business for a period of at least 12 months from the date of approval of these financial statements. The legal and physical structures in place ensure that the gold is protected and remains the property of customers, even in the event of the group ceasing operations, at all times. The gold is not included on the group's balance sheet, ensuring that it is segregated and safeguarded from any claims that might be made by the group's creditors. The combination of secure storage, full insurance and legal allocation provides robust protection for client gold holdings.

 

The directors continue to take steps to raise additional capital. Having considered all known factors, the directors are comfortable that the base case forecast supports the going concern assumption. However, the directors recognise the potential impact of a lack of funding and additional capital to achieve these, which represent a material uncertainty that may cast significant doubt upon the group and parent company’s ability to continue to operate as a going concern. The financial statements do not include the adjustments that would result if the company was unable to continue as a going concern.

On behalf of the board
J Cozens
Director
13 September 2024
Glint Pay Ltd
Independent Auditor's Report
To the Members of Glint Pay Ltd
Page 9
Opinion

We have audited the financial statements of Glint Pay Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2022 which comprise the Group Profit And Loss Account, the Group Balance Sheet, the Company Balance Sheet, the Group Statement of Changes in Equity, the Company Statement of Changes in Equity, the Group Statement of Cash Flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company 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. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material uncertainty relating to going concern

We draw attention to note 1.3 to the financial statements, which indicates that a reasonably plausible downside scenario could result in the Group, and parent company, running out of liquid resources unless the company raises additional funding. As stated in note 1.3, these events or conditions indicate that a material uncertainty exists that may cast significant doubt on the group and parent company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

 

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Glint Pay Ltd
Independent Auditor's Report (Continued)
To the Members of Glint Pay Ltd
Page 10

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.

 

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 group's and 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 group or parent company or to cease operations, or have no realistic alternative but to do so.

Glint Pay Ltd
Independent Auditor's Report (Continued)
To the Members of Glint Pay Ltd
Page 11
Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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.

 

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

 

Our approach was as follows:

 

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, 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 or intentional misrepresentations, or through collusion.

Glint Pay Ltd
Independent Auditor's Report (Continued)
To the Members of Glint Pay Ltd
Page 12

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

Glint Pay Ltd
Independent Auditor's Report (Continued)
To the Members of Glint Pay Ltd
Page 13

Explanation as to what extent the audit was considered 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.

 

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

 

Our approach was as follows:

Ÿ

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, 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 or intentional misrepresentations, or through collusion.

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 for no purpose other than to draw to the attention of the company’s members those matters we are required to include in an auditor's report addressed to them. To the fullest extent permitted by law, we do not accept or assume responsibility to any party 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.

Jonathan Roberts (Senior Statutory Auditor)
for and on behalf of Moore Kingston Smith LLP
13 September 2024
Chartered Accountants
Statutory Auditor
6th Floor
9 Appold Street
London
EC2A 2AP
Glint Pay Ltd
Group Profit and Loss Account
For the year ended 31 December 2022
Page 14
2022
2021
As restated
Notes
£
£
Turnover
3
83,053,818
52,294,672
Cost of sales
(82,642,423)
(52,071,108)
Gross profit
411,395
223,564
Administrative expenses
(8,152,098)
(5,141,716)
Exceptional item
19
-
0
(448,198)
Operating loss
7
(7,740,703)
(5,366,350)
Interest receivable and similar income
5,770
88
Interest payable and similar expenses
8
(437,059)
(798,707)
Loss before taxation
(8,171,992)
(6,164,969)
Tax on loss
9
375,089
-
0
Loss for the financial year
23
(7,796,903)
(6,164,969)
Loss for the financial year is all attributable to the owners of the parent company.
Glint Pay Ltd
Group Balance Sheet
As at 31 December 2022
Page 15
2022
2021
Notes
£
£
£
£
Fixed assets
Intangible assets
10
2,812,085
2,963,297
Tangible assets
11
13,738
8,337
2,825,823
2,971,634
Current assets
Stocks
14
7,762
7,762
Debtors
15
400,252
1,129,341
Cash at bank and in hand
7,780,631
4,679,709
8,188,645
5,816,812
Creditors: amounts falling due within one year
17
(8,325,889)
(7,956,162)
Net current liabilities
(137,244)
(2,139,350)
Total assets less current liabilities
2,688,579
832,284
Creditors: amounts falling due after more than one year
18
(2,500,000)
-
Provisions for liabilities
Provisions
19
-
0
(448,198)
-
(448,198)
Net assets
188,579
384,086
Capital and reserves
Called up share capital
22
4,930
4,136
Share premium account
23
31,529,831
24,187,149
Equity reserve
23
1,155,373
897,453
Profit and loss reserves
23
(32,501,555)
(24,704,652)
Total equity
188,579
384,086

The notes on pages 20 to 38 form part of these financial statements.

The financial statements were approved by the board of directors and authorised for issue on 13 September 2024 and are signed on its behalf by:
13 September 2024
J  Cozens
Director
Glint Pay Ltd
Company Balance Sheet
As at 31 December 2022
31 December 2022
Page 16
2022
2021
Notes
£
£
£
£
Fixed assets
Investments
12
6,204,438
5,549,693
Current assets
Debtors
15
20,835,945
16,375,766
Cash at bank and in hand
578,607
225,095
21,414,552
16,600,861
Creditors: amounts falling due within one year
17
(140,913)
(2,811,678)
Net current assets
21,273,639
13,789,183
Total assets less current liabilities
27,478,077
19,338,876
Creditors: amounts falling due after more than one year
18
(2,500,000)
-
Net assets
24,978,077
19,338,876
Capital and reserves
Called up share capital
22
4,930
4,136
Share premium account
23
31,529,831
24,187,149
Profit and loss reserves
23
(6,556,684)
(4,852,409)
Total equity
24,978,077
19,338,876

The notes on pages 20 to 38 form part of these financial statements.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £1,704,275 (2021 - £1,156,516 loss).

The financial statements were approved by the board of directors and authorised for issue on 13 September 2024 and are signed on its behalf by:
13 September 2024
J  Cozens
Director
Company Registration No. 09507932 (England and Wales)
Glint Pay Ltd
Group Statement of Changes in Equity
For the year ended 31 December 2022
Page 17
Share capital
Share premium account
Equity reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2021
3,254
17,447,845
662,947
(18,539,683)
(425,637)
Year ended 31 December 2021:
Loss and total comprehensive income for the year
-
-
-
(6,164,969)
(6,164,969)
Issue of share capital
22
521
4,286,225
-
-
4,286,746
Share based payment charge
22
-
-
0
234,506
-
234,506
Conversion of loan to shares
22
361
2,453,079
-
-
2,453,440
Balance at 31 December 2021
4,136
24,187,149
897,453
(24,704,652)
384,086
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
-
-
(7,796,903)
(7,796,903)
Issue of share capital
22
794
7,342,682
-
-
7,343,476
Shared based payment charge
22
-
0
-
0
257,920
-
257,920
Balance at 31 December 2022
4,930
31,529,831
1,155,373
(32,501,555)
188,579

The notes on pages 20 to 38 form part of these financial statements.

Glint Pay Ltd
Company Statement of Changes in Equity
For the year ended 31 December 2022
Page 18
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2021
3,254
17,447,845
(3,695,893)
13,755,206
Year ended 31 December 2021:
Loss and total comprehensive income for the year
-
-
(1,156,516)
(1,156,516)
Issue of share capital
22
521
4,286,225
-
4,286,746
Conversion of loan to shares
22
361
2,453,079
-
2,453,440
Balance at 31 December 2021
4,136
24,187,149
(4,852,409)
19,338,876
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
-
(1,704,275)
(1,704,275)
Issue of share capital
22
794
7,342,682
-
7,343,476
Balance at 31 December 2022
4,930
31,529,831
(6,556,684)
24,978,077

The notes on pages 20 to 38 form part of these financial statements.

Glint Pay Ltd
Group Statement of Cash Flows
For the year ended 31 December 2022
Page 19
2022
2021
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
27
(2,683,758)
(1,518,146)
Interest paid
(437,059)
(398,218)
Income taxes refunded
375,089
-
0
Net cash outflow from operating activities
(2,745,728)
(1,916,364)
Investing activities
Purchase of intangible assets
(1,490,963)
(856,627)
Purchase of tangible fixed assets
(11,633)
(7,673)
Interest received
5,770
88
Net cash used in investing activities
(1,496,826)
(864,212)
Financing activities
Proceeds from issue of shares
7,343,476
4,286,746
Net cash generated from financing activities
7,343,476
4,286,746
Net increase in cash and cash equivalents
3,100,922
1,506,170
Cash and cash equivalents at beginning of year
4,679,709
3,173,539
Cash and cash equivalents at end of year
7,780,631
4,679,709
Cash at bank and in hand includes £6,429,271 (2021 - £2,153,943) of restricted cash. See note 16.

The notes on pages 20 to 38 form part of these financial statements.

Glint Pay Ltd
Notes to the Financial Statements
For the year ended 31 December 2022
Page 20
1
Accounting policies
Company information

Glint Pay Ltd (“the company”) is a private limited company by shares domiciled and incorporated in England and Wales. The registered office is Kemp House, 124 City Road, London, EC1V 2NX.

 

The group consists of Glint Pay Ltd and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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 have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

1.2
Basis of consolidation

The consolidated financial statements include the financial statements of the Company and its subsidiary undertakings made up to 31 December 2022. A subsidiary is an entity that is controlled by the parent. The results of subsidiary undertakings are included in the consolidated profit and loss account from the date that control commences until the date control ceases. Control is established when the Company has the power to govern the operating and financial policies of an entity so as to obtain benefits from its activities. In assessing control, the Group takes into consideration potential voting rights that are currently exercisable.

 

Under Section 408 of the Companies Act 2006 of the Company is exempt from the requirement to present its own profit and loss account.

 

In the parent financial statements, investments in subsidiaries are carried at cost less impairment.

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 21
1.3
Going concern

The group made a loss for the year of £7,796,903 (2021: £6,164,969) and at the year end has net current liabilities of £137,244 (2021: £2,139,350) and net assets of £188,579 (2021: £384,086).

 

The directors have adopted the going concern basis in preparing these financial statements. In adopting the going concern basis, the directors are required to consider whether the group and parent company can continue in operational existence for the foreseeable future. In making this assessment, management have prepared, and the directors have approved the following matters:

 

· The group and parent company current performance and planned growth;

· The group and parent company cashflow forecasts for a period of at least 12 months from the date of approval of these financial statements, as well as a base case forecast; and,

· The company’s track record of successful fundraising from shareholders and other investors, as evidenced in previous periods and the period subsequent to the reporting date, and the current financing options that are on offer under the financing round already subscribed.

 

The directors believe that the group and parent company is well placed to manage its business risks, raise sufficient additional funding and achieve its growth potential, and therefore have a reasonable expectation that the group and parent company has adequate resources to continue in operational existence for at least the next 12 months following the date of approval of the financial statements. In addition, following the successful launch of version 3 of the Glint pay app in 2023, the group has streamlined its operations and enhanced efficiency, reducing fixed costs by 50% while maintaining high standards and service quality. In common with similar businesses at this stage of development, the group is dependent on this financing being made available to it from its existing and/or new shareholders or other providers of finance. Such funding will enable the group to execute its business plan, realise the significant commercial opportunities available to it, and meet its liabilities as they fall due. In addition, the repayment date of the loan balance of £2.5m owed to a third party and shareholder has again been extended to September 2025.

 

However, in the base case scenario, which is considered as severe but plausible scenario, the lack of additional funding will result in insufficient liquidity in the business for a period of at least 12 months from the date of approval of these financial statements. The legal and physical structures in place ensure that the gold is protected and remains the property of customers, even in the event of the group ceasing operations, at all times. The gold is not included on the group's balance sheet, ensuring that it is segregated and safeguarded from any claims that might be made by the group's creditors. The combination of secure storage, full insurance and legal allocation provides robust protection for client gold holdings.

 

The directors continue to take steps to raise additional capital. Having considered all known factors, the directors are comfortable that the base case forecast supports the going concern assumption. However, the directors recognise the potential impact of a lack of funding and additional capital to achieve these, which represent a material uncertainty that may cast significant doubt upon the group and parent company’s ability to continue to operate as a going concern. The financial statements do not include the adjustments that would result if the company was unable to continue as a going concern.

1.4
Turnover

Turnover consists of fees charged to clients on transactions made during the year and gold sold to clients and our liquidity provider. Turnover is recognised at the time a transaction takes place.

1.5
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 22
1.6
Intangible fixed 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.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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:

Patents & licences
5 years straight line
Development costs
5 years straight line
1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, 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:

Fixtures and fittings
5 years straight line
Computers
3 years straight line

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 profit and loss account.

1.8
Impairment of fixed assets

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

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset.

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, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 23
1.9
Stocks

Stocks comprise Glint debit cards.

 

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.10
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.

1.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 24
1.12
Equity instruments

Equity instruments issued by the group 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 group.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing 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 profit and loss account, except when it relates to items charged or credited directly to equity. Deferred tax assets and liabilities are offset if, and only if, there is 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.

1.14
Provisions

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

 

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.

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 25
1.16
Retirement benefits

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

1.17
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.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

1.18
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the date 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 are included in the profit and loss account for the period.

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 26
2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

 

Share Based payment transactions (Note 21)

 

The group uses the Black Scholes model to determine the fair value of options granted to employees. The calculation requires the use of estimates and assumptions. A change in these estimates or assumptions may affect charges to the profit and loss account over the vesting period of the options.

 

Amortisation and impairment

 

Intangible assets are amortised over their deemed useful economic lives taking into account residual values, where appropriate. This period has been determined via a review of the asset considering historic and future factors. The actual lives of the assets and, where applicable, residual values are assessed annually and may vary depending on a number of factors. In assessing the asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. The directors believe that the period over which the assets are amortised reflects the estimated useful economic life of the assets.

 

The directors have considered impairment of the recognised intangible assets and consider that the market for the group’s services will continue to grow, driving profitability and resulting positive cash flows, and that no impairment is appropriate at this time.

3
Turnover and other revenue
2022
2021
As restated
£
£
Turnover analysed by class of business
Sale of gold
81,908,987
51,921,087
Fees
1,144,831
373,585
83,053,818
52,294,672
2022
2021
£
£
Other revenue
Interest income
5,770
88
Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 27
4
Auditor's remuneration
2022
2021
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
65,500
35,500
For other services
All other non-audit services
12,000
6,000
5
Employees

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

Group
Company
2022
2021
2022
2021
Number
Number
Number
Number
30
26
-
0
-
0

Their aggregate remuneration comprised:

Group
Company
2022
2021
2022
2021
£
£
£
£
Wages and salaries
2,477,776
1,852,000
-
0
-
0
Social security costs
266,731
183,574
-
-
Pension costs
36,358
16,868
-
0
-
0
1,706,399
1,299,998
-
0
-
0
6
Directors' remuneration
2022
2021
£
£
Remuneration for qualifying services
130,668
92,004
Company pension contributions to defined contribution schemes
2,645
1,319
133,313
93,323
Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
6
Directors' remuneration
(Continued)
Page 28

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

 

In addition to the amounts noted above, one of the directors received interest payments of £23,200 (2021 - £nil) in respect of a loan made to the company, and consultancy fees of £18,000 (2021 - £21,000). See note 25.

7
Operating loss
2022
2021
£
£
Operating loss for the year is stated after charging:
Exchange losses
182,215
20,406
Depreciation of owned tangible fixed assets
6,232
3,822
Amortisation of intangible assets
1,642,175
1,364,347
Share-based payments
257,920
234,506
8
Interest payable and similar expenses
2022
2021
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
7,000
9
Interest on convertible loan notes
-
0
400,489
Other interest on financial liabilities
23,210
-
30,210
400,498
Other finance costs:
Other interest
406,849
398,209
Total finance costs
437,059
798,707
9
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
(250,786)
-
0
Adjustments in respect of prior periods
(124,303)
-
0
Total current tax
(375,089)
-
0
Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
9
Taxation
(Continued)
Page 29

The actual (credit)/charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2022
2021
£
£
Loss before taxation
(8,171,992)
(6,164,969)
Expected tax credit based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
(1,552,678)
(1,171,344)
Tax effect of expenses that are not deductible in determining taxable profit
257,293
(245,823)
Unutilised tax losses carried forward
1,280,987
1,414,812
Adjustments in respect of prior years
(124,303)
-
0
Foreign exchange differences
14,398
2,355
Tax credit adjustment
(250,786)
-
0
Taxation credit
(375,089)
-

The tax assessed for the period is higher (2021: higher) than the standard rate of corporation tax in the UK. The difference is explained above.

 

Factors that may affect future tax charge

The company has estimated unrecognised tax losses in the region of £6.742m available for carry forward against future trading profits. The credit of £375,089 (2021: £nil) shown in corporation tax represents the tax credit received, which arose from the R&D claim made during the year in relation to R&D costs incurred in the previous year.

 

R&D Tax Credits

Under the Government’s R&D tax relief scheme the group has successfully made claims in respect of previous accounting periods of £375,089 (2021 - £nil) which have been credited to the taxation line.

 

It is intended that a claim in respect of 2022 will be prepared and submitted shortly after these accounts have been approved by the board.

 

 

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 30
10
Intangible fixed assets
Group
Patents & licences
Development costs
Total
£
£
£
Cost
At 1 January 2022
567
7,231,351
7,231,918
Additions
-
0
1,490,963
1,490,963
At 31 December 2022
567
8,722,314
8,722,881
Amortisation and impairment
At 1 January 2022
567
4,268,054
4,268,621
Amortisation charged for the year
-
0
1,642,175
1,642,175
At 31 December 2022
567
5,910,229
5,910,796
Carrying amount
At 31 December 2022
-
0
2,812,085
2,812,085
At 31 December 2021
-
0
2,963,297
2,963,297
The company had no intangible fixed assets at 31 December 2022 or 31 December 2021.

In line United Kingdom Generally Accepted Accounting Practice, development costs have been capitalised as the technical and commercial feasibility of the assets has been established, and it can be demonstrated that these will generate future economic benefits for the group.

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 31
11
Tangible fixed assets
Group
Fixtures and fittings
Computers
Total
£
£
£
Cost
At 1 January 2022
7,065
128,845
135,910
Additions
-
0
11,633
11,633
At 31 December 2022
7,065
140,478
147,543
Depreciation and impairment
At 1 January 2022
7,065
120,508
127,573
Depreciation charged in the year
-
0
6,232
6,232
At 31 December 2022
7,065
126,740
133,805
Carrying amount
At 31 December 2022
-
0
13,738
13,738
At 31 December 2021
-
0
8,337
8,337
The company had no tangible fixed assets at 31 December 2022 or 31 December 2021.
12
Fixed asset investments
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
6,204,438
5,549,693
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2022
5,549,693
Additions
654,745
At 31 December 2022
6,204,438
Carrying amount
At 31 December 2022
6,204,438
At 31 December 2021
5,549,693
Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 32
13
Subsidiaries

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

Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Glint Pay UK Limited
England and Wales
IT Development
1 Ordinary share
100
Glint Pay Services Limited
England and Wales
Gold trading
5,549,691 Ordinary shares
100
Glint Pay Inc.
USA
Gold trading
1 Ordinary share
100
Glint Pay ApS
Denmark
Dormant
40,000 Ordinary shares
100
14
Stocks
Group
Company
2022
2021
2022
2021
£
£
£
£
Glint debit cards
7,762
7,762
-
0
-
0
15
Debtors
Group
Company
2022
2021
2022
2021
Amounts falling due within one year:
£
£
£
£
Amounts owed by group undertakings
-
-
20,834,075
15,635,146
Other debtors
375,697
1,107,584
378
740,378
Prepayments and accrued income
24,555
21,757
1,492
242
400,252
1,129,341
20,835,945
16,375,766
16
Cash at bank and in hand
Cash at bank and in hand of £7,780,631 (2021 - £4,679,709) includes £6,429,271 (2021 - £2,153,943) held in respect of customer balances in segregated bank accounts; the corresponding liability for which is held within creditors.
Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 33
17
Creditors: amounts falling due within one year
Group
Company
2022
2021
2022
2021
£
£
£
£
Trade creditors
777,033
748,722
134,552
137,488
Amounts owed to group undertakings
-
0
-
0
-
0
4,690
Other taxation and social security
769,828
493,868
-
-
Other creditors
6,553,287
6,324,156
4,279
2,650,000
Accruals and deferred income
225,741
389,416
2,082
19,500
8,325,889
7,956,162
140,913
2,811,678
18
Creditors: amounts falling due after more than one year
Group
Company
2022
2021
2022
2021
£
£
£
£
Other creditors
2,500,000
-
0
2,500,000
-
0

Other creditors includes a £2,500,000 Loan from Stockford Limited.  During the year, an amendment to the loan terms was agreed and the repayment date was extended to April 2021, and subsequently to October 2022 then March 2024. During 2024, the repayment date was extended to September 2025.

 

For the period of extension to September 2025, interest will be payable at a rate of interest of 18% per annum.

 

The group’s assets are subject to a fixed and floating charge in favour of Stockford Limited, a minority shareholder in the group.

19
Provisions for liabilities

The company's subsidiary, Glint Pay Services Ltd, sought independent professional advice in relation to a VAT assessment of £448,198 raised by HMRC due to the status of its supplies. The matter was subject to a judicial review which was heard by the High Court in June 2023. The claim was unsuccessful so the amount is now disclosed within taxation and social security.

20
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
36,358
16,868

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 34
21
Share-based payment transactions

The Company operates a share options scheme which is currently open to key permanent employees, offering share in Glint Pay Limited. The employees are employed by Glint Pay UK Limited. During the year, 10,725,129 (2021: 7,777,352) options over new Ordinary Shares of £0.00001 were granted. The weighted average exercise price per option for the 2022 options was £0.08. No share options have been exercised during the year.

 

The conditions for vesting vary for directors and for the rest of the employees. For directors, options vest upon specific events specified in their contract, whereas for employees the options vest 25% annually commencing from their employment start date and also upon specific events specified in the options contracts. All options must be exercised within ten years of the date of grant. Options are forfeited if the individual leaves the Company before the options vest.

Group
Number of share options
2022
2021
Number
Number
Outstanding at 31 December 2022
39,691,307
28,266,178

The fair value of services received is measured in reference to the fair value of share options granted and is based on recent market transactions, discounted for lack of marketability and lack of control.

 

The expected volatility is wholly based on the historic volatility adjusted for any unexpected changes to future volatility due to publicly available information. The risk free interest rate used is that of a 10 year yield UK treasury bond.

 

During the year the company recognised a share-based payment charge of £257,920 (2021 - £234,506) which related to equity settled share based payment transactions.

22
Share capital
Group and company
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.001p each
398,176,892
310,024,364
4,930
3,982
Deferred shares of 0.001p each
15,423,000
15,423,000
-
154
413,599,892
325,447,364
4,930
4,136

During the year 88,152,528 ordinary shares were issued at a premium ranging between £0.06788 and £0.08489 per share for cash.

 

 

 

 

 

 

 

 

 

 

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 35
23
Reserves

Share premium account

 

Includes only premiums received on issue of share capital. Any transactions costs associated with issuing of shares are deducted from share premium.

 

Equity reserve

 

Includes all share based payment expenses for options granted. In addition, the reserve includes the equity element of the convertible loan notes issued during the year.

 

Profit and loss account

 

Includes all current and prior year retained profits and losses.

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 36
24
Events after the reporting date

In 2023, Glint launched version 3 of the Glint retail app on both IOS and Android which has delivered increased customer engagement. The new version has enabled the development of new revenue generating features, including the Gains and Losses reports as well as Gold Accumulation Plans which allow customers to buy gold regularly.

 

As is typical with early stage FinTech companies, Glint continues to rely on equity funding. Glint has raised c£38m to date to fund the development and rollout of its first-of-a-kind global gold payments platform. During 2024, as a part of its latest funding round, the group has raised £1.3m and has further commitments for an additional £2m.

 

A subsidiary, Glint Pay Services Limited, is funded by the company through a mixture of intercompany loans and equity share capital.  The loan is capitalised through the issue of equity instruments to provide Glint Pay Services Limited with sufficient capital to operate.  Subsequent to the balance sheet date, additional capital has been injected by the company to ensure the subsidiary has sufficient capital to meet its requirements.

 

On 31 January 2023 10,854,942 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

On 28 February 2023 1,084,596 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

On 21 March 2023 1,285,714 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

On 3 April 2023 2,214, 285 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

On 5 April 2023 4,199,532 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

On 25 April 2023 2,500,001 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

On 26 May 2023 2,980,591 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

On 30 June 2023 1,433,755 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

On 25 July 2023 3,870,927 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

On 31 October 2023 9,662,870 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

On 29 February 2024 9,036,307 Ordinary shares of £0.00001 each were issued at a premium of £0.13999 per share.

 

 

 

 

 

Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 37
25
Related party transactions

Group

 

Transactions with key management personnel

 

Total compensation of key management personnel (who are the directors) in the year amounted to £174,513 (2021: £114,323).

 

A director of the company provided a short-term loan to the group during the year, on which interest payments of £23,200 (2021 - £nil) were paid. This loan was settled during the period.

26
Controlling party

In the opinion of the directors there is no single controlling party.

27
Cash generated from group operations
2022
2021
£
£
Loss for the year after tax
(7,796,903)
(6,164,969)
Adjustments for:
Taxation credited
(375,089)
-
0
Finance costs
437,059
798,707
Investment income
(5,770)
(88)
Amortisation and impairment of intangible assets
1,642,175
1,364,347
Depreciation and impairment of tangible fixed assets
6,232
3,822
Equity settled share based payment expense
257,920
234,506
(Decrease)/increase in provisions
(448,198)
448,198
Movements in working capital:
(Increase)/decrease in stocks
-
8,612
Decrease/(increase) in debtors
729,089
(600,243)
Increase in creditors
2,869,727
2,388,962
Cash absorbed by operations
(2,683,758)
(1,518,146)
28
Analysis of changes in net funds - group
1 January 2022
Cash flows
31 December 2022
£
£
£
Cash at bank and in hand
4,679,709
3,100,922
7,780,631
Borrowings
(2,500,000)
-
(2,500,000)
2,179,709
3,100,922
5,280,631
Glint Pay Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 38
29
Prior period adjustment
The comparative figures for turnover and cost of sales have been restated. The balances were understated by £8,342,608 due to the reports used to record turnover and cost of sales had netted off certain transactions. The effect of the restatement increases both figures by this amount. There is no effect on net assets/liabilities or the loss for the year ended 31 December 2021.
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