The directors present the strategic report for the year ended 31 December 2023.
Principal activities
The principal activity of the group continues to be the collection and processing of consumer data and distribution to predominantly multinational consumer organisations worldwide. The group utilises advanced machine learning capabilities to analyse and process unstructured data in significant volumes and generate actionable intelligence to customers across targeted industry categories and geographic markets.
During the period, the group successfully launched SBX, combining the group’s deep expertise with the latest Large Language Models. SBX turns any business problem into a chat prompt and seamlessly interviews consumers via the Streetbees app, leveraging AI to decode complex human behaviour. A strategic dashboard is then delivered via the SBX platform providing bespoke insights and recommended actions to address the business problem with minimal human intervention. SBX had its first sales during the year and will be the primary product for the business moving forward. The launch of SBX has already extended the group's reach to new sectors such as technology and pharmaceutical companies.
The directors consider turnover, gross margin and operating costs to be the key financial performance indicators of the group.
The group has been through a transformative year with the transition to its latest product, SBX with only key contracts under previous products being renewed or transitioned. As such turnover has reduced year on year from £9.3m to £6.6m, a decrease of 29%.
Gross margin however has increased significantly from 79% to 94% due to lower direct costs and all of the amortisation and impairment of previously recognised intangibles being recognised within prior years.
The directors and management have focussed on cost reduction during the year to build a more sustainable and scalable platform for the growth of SBX less reliant on headcount and other variable costs. As a result of this change operating expenses have fallen by 44% compared to the prior year.
The directors assess risks and uncertainties facing the business on an ongoing basis. These include exposure to liquidity risk, risk of data breach and strategic risk.
Liquidity risks are managed by frequent and detailed forward forecasting of the group’s cash requirements, including scenario planning based on revenue and operating costs, both fixed and variable in nature. The group plans its funding requirements in advance, including funding rounds and debt financing. Subsequent to the completion of the 2023 financial year the group successfully completed the issue of new convertible loan notes to secure additional funding and provide further headroom against liquidity risks.
The company continually implements appropriate controls and procedures to mitigate and detect the risk of data breaches and other data risks, both in relation to the company’s operations and to any external parties and has a dedicated compliance manager. The group is ISO27001 accredited, and subject to annual review and audit by an accredited third party auditor.
Strategic risks are continually assessed and managed by the directors. A key consideration is how the group responds to the evolving needs of customers and to changes in the market. The launch of SBX and a new leaner cost base is a good example of a response to the changing landscape. Refer also to the fair review of the business section above.
Between 8 August 2024 and 30 August 2024 the group signed an agreement for the issue of £4,320,000 of Convertible Loan Notes to a number of existing investors. The group has received £4,170,000 as at the date of signing, with £150,000 due by the end of December 2024.
As part of the funding the group also extended its existing Loan facility granted by TriplePoint Capital LLC by 14 months to May 2026. The interest rate increased from 9.75% to 10.75%.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 December 2023.
The results for the year are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
No preference dividends were paid. The directors do not recommend payment of a final dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
UHY Hacker Young (East) Limited were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
We have audited the financial statements of Streetbees.com Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the group profit and loss account, the group statement of comprehensive income, 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, the company 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).
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.
Conclusions relating to going concern
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.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
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:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
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 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 parent company or to cease operations, or have no realistic alternative but to do so.
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.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Based on our understanding of the company and the industry in which it operates, we identified that the principal risks of non-compliance with laws and regulations related to the acts by the company, which were contrary to applicable laws and regulations including fraud, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to the appropriate recognition of revenue & profit, the recognition and valuation of intangible assets, and the risk of management override.
Audit procedures performed included:
Review of the financial statement disclosures to underlying supporting documentation
Review of legal and professional expense accounts
Enquiries of management
Documentation and evaluation of controls designed to prevent and detect irregularities and fraud
Testing of journal entries
Assessing significant judgements and estimates in particular those relating to accrued income & deferred income and amortisation
There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. 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.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
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 an auditor's report 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.
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 £5,445,745 (2022 - £12,837,504 loss).
Streetbees.com Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 10 Orange Street, West End, London, WC2H 7DQ.
The group consists of Streetbees.com Limited and all of its subsidiaries.
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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The consolidated group financial statements consist of the financial statements of the parent company Streetbees.com Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
The group conducts frequent and detailed forward forecasting of the group’s cash requirements, including scenario planning based on revenue and operating costs, both fixed and variable in nature. The group plans its funding requirements in advance and has historically utilised funding rounds and debt financing.
Following the successful issue of £4.3m of Convertible Loan Notes and an extension to the existing loan facility to May 2025, on 8 August 2024, the current cash balance provides the group with sufficient funds to continue trading for over twelve months from the date of signing the current period financial statements, based on the group’s current and forecasted net cash flow rate and after considering downside scenarios to that forecast. The directors are satisfied that appropriate measures are in place to control direct costs and overheads proactively and mitigations exist if required in downside scenarios.
Turnover is recognised at the fair value of the consideration received or receivable for goods and 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 amounts paid to respondents for the completion of surveys or other direct costs, 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.
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.
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the group reviews the carrying amounts of its tangible 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. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
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.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
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, 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.
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
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.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from 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 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, in which case the deferred tax is also dealt with in 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.
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
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.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
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. 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.
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.
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.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
In determining the fair value of the share options the directors compare the exercise price associated with option to a market value for the shares under option, which itself was arrived at by an independent valuation professional with reference to recent transactions in the company's share capital and, in the case of EMI qualifying options, agreed with HMRC's valuation office. The valuation of private company shares is necessarily subjective and therefore there is a degree of uncertainty associated with this estimate.
The directors consider that the disclosure of turnover per geographic location is seriously prejudicial to the interests of the group and thus have not disclosed this information.
In both 2022 and 2023, the group went through a restructuring, this caused a number of redundancies to be made, redundancy terms were agreed with individuals as appropriate.
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
The actual credit 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:
As at 31 December 2023, there were tax losses available to carry forward of £37,845,835 (2022: £34,336,744). No deferred tax asset is provided on these losses as it is not highly probable that there will be future profits to offset the losses against.
Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:
Details of the company's subsidiaries at 31 December 2023 are as follows:
On 24 March 2022, the group drew down on a loan granted by TriplePoint Capital LLC for £5,000,000. The loan has been extended to May 2026, at an interest rate of 10.75% (previously 9.75%) with capital repayment commencing on 1 April 2023.
The group has provided security for this loan by way of a fixed and floating charge over the assets of the company, including a specific fixed charge over the trade name. The security additionally includes a negative pledge, preventing the sale, transfer, assignment or grant of security interest in assets by the company or its subsidiaries.
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.
The group and company has a number of share option schemes in place, including an Enterprise Management Investment Scheme. The schemes consist of share options granted to employees, which typically vest over four years and gives rise to equity settled share based payment transactions when all vesting conditions are met. During the period options were granted to certain individuals where the exercise price was below the contemporary market value. As per the key accounting estimates disclosure, the directors consider that the difference between the exercise price and the market value requires a share based payment to be expensed over the vesting periods. An expense of £21,678 (2022 - £158,164) has been recognised in this respect.
The company also has warrant options in issue. Brought forward, there were 22.657 options granted which carry subscription prices ranging from £16.23 to £17.68. There were no grants made during the year.
The movement in the period relates to an issue of share capital
An expense has been recognised during the period in respect of share options granted to certain individuals where the exercise price was below the estimated market value of the underlying shares thereby giving the options an intrinsic value.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Transactions with related parties
The director of Oz Strategic Ltd is a close relative of Tugce Bulut and they have previously been awarded share options in the group. A total of 3,302 share options have been granted, 2,932 of these have vested and 370 have been exercised. The award of share options to suppliers of services to the group is not standard practice for the group and therefore this is not considered to be an arm's length arrangement.
Between 8 August 2024 and 30 August 2024 the group signed an agreement for the issue of £4,320,000 of Convertible Loan Notes to a number of existing investors. The group has received £4,170,000 as at the date of signing, with £150,000 due by the end of December 2024.
As part of the funding the group also extended its existing Loan facility granted by TriplePoint Capital LLC by 14 months to May 2026. The interest rate increased from 9.75% to 10.75%.