Company registration number 07208355 (England and Wales)
IBEX INNOVATIONS LTD
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
PAGES FOR FILING WITH REGISTRAR
IBEX INNOVATIONS LTD
CONTENTS
Page
Statement of financial position
1
Statement of changes in equity
2
Notes to the financial statements
3 - 10
IBEX INNOVATIONS LTD
STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2024
31 March 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
3
24,372
78,041
Current assets
Debtors
5
468,562
602,886
Cash at bank and in hand
575,935
255,481
1,044,497
858,367
Creditors: amounts falling due within one year
6
(1,391,435)
(256,772)
Net current (liabilities)/assets
(346,938)
601,595
Net (liabilities)/assets
(322,566)
679,636
Capital and reserves
Called up share capital
51
47
Share premium account
3,489,595
3,475,685
Equity reserve
11,043
Other reserves
128,693
779,110
Profit and loss reserves
(3,951,948)
(3,575,206)
Total equity
(322,566)
679,636
The directors of the company have elected not to include a copy of the income statement within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 4 October 2024 and are signed on its behalf by:
Dr N Loxley
Director
Company Registration No. 07208355
IBEX INNOVATIONS LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
Share capital
Share premium account
Equity reserve
Share options reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
Balance at 1 April 2022
47
3,475,685
616,831
(1,539,678)
2,552,885
Year ended 31 March 2023:
Loss and total comprehensive income for the year
-
-
-
-
(2,035,528)
(2,035,528)
Other movements
-
-
-
162,279
-
162,279
Balance at 31 March 2023
47
3,475,685
779,110
(3,575,206)
679,636
Year ended 31 March 2024:
Loss and total comprehensive income for the year
-
-
-
-
(1,264,647)
(1,264,647)
Issue of share capital
4
13,910
-
-
-
13,914
Issue of convertible loan
-
-
11,043
-
-
11,043
Transfer to profit and loss account for settled share-based payments
-
-
-
(887,905)
887,905
-
Charge in the year
-
-
-
237,488
-
237,488
Balance at 31 March 2024
51
3,489,595
11,043
128,693
(3,951,948)
(322,566)
IBEX INNOVATIONS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -
1
Accounting policies
Company information
IBEX Innovations Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Netpark Plexus, Thomas Wright Way, Sedgefield, County Durham, United Kingdom, TS21 3FD.
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2
Going concern
These financial statements are prepared on the going concern basis. The business has made strong commercial progress over the last 12 months which has set the foundations to exceed the modest sales forecast for 2024/25 and the business is now positioned as an excellent investment opportunity with the business poised to grow substantially over the next 10 years. IBEX now has a product that can be sold to hospitals in the UK and Europe and this is being promoted by commercial partners.
At the year end the company reported net liabilities of £346,938 and net liabilities of £322,566. The directors have prepared cash flows for the next 12 months which show that the company should have sufficient available funds to allow it to continue in operation for that period. However, the cash flow forecasts assume a successful completion of a funding round to raise additional working capital for the business which has not yet been completed. Draft terms have been agreed with investors and the directors are confident that the funding round will successfully complete, however, at the time of signing the financial statements, this is not legally complete and so represents a material uncertainty which may cast significant doubt over the company's ability to continue as a going concern.
1.3
Turnover
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. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from the sale of goods and intellectual property is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods or the transfer of right of use of IP), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
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.
1.4
Research and development expenditure
Research and development expenditure is written off against profits in the year in which it is incurred.
IBEX INNOVATIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 4 -
1.5
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:
Plant and machinery
25% reducing balance
Fixtures and fittings
25% reducing balance
Office Equipment
33% straight line
Software
25% 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 credited or charged to profit or loss.
1.6
Impairment of fixed assets
At each reporting period end date, the company 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.
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.
1.7
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand,
1.8
Financial instruments
The company 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 company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
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 company after deducting all of its liabilities.
IBEX INNOVATIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial liabilities
Basic financial liabilities, including creditors 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.
1.9
Compound instruments
The component parts of compound instruments issued by the company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.
1.10
Equity instruments
Ordinary shares are classed as equity. Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.11
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 income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
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 income statement, 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 when the company has 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.
IBEX INNOVATIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 6 -
1.12
Employee benefits
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.
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.14
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. 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.
1.15
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.16
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
1.17
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
IBEX INNOVATIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 7 -
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
25
35
3
Tangible fixed assets
Plant and machinery
Fixtures and fittings
Office Equipment
Software
Total
£
£
£
£
£
Cost
At 1 April 2023
216,873
25,284
128,957
28,902
400,016
Additions
670
6,708
7,378
Disposals
(195,588)
(21,716)
(16,207)
(233,511)
At 31 March 2024
21,285
4,238
119,458
28,902
173,883
Depreciation and impairment
At 1 April 2023
165,690
20,446
106,937
28,902
321,975
Depreciation charged in the year
5,427
664
10,976
17,067
Eliminated in respect of disposals
(157,204)
(17,994)
(14,333)
(189,531)
At 31 March 2024
13,913
3,116
103,580
28,902
149,511
Carrying amount
At 31 March 2024
7,372
1,122
15,878
24,372
At 31 March 2023
51,183
4,838
22,020
78,041
4
Financial instruments
2024
2023
£
£
Carrying amount of financial liabilities
Measured at amortised cost
1,229,959
-
Financial liabilities held at amortised cost are in respect of convertible loan notes with an interest rate of 10% per annum discounted to fair value at a rate of 11.5%, being the market rate of a similar non-convertible debt liability. The loans are repayable on the repayment trigger date or later, if agreed with the lender.
The following convertible loan notes were received in the year:
£500,000 received 12/06/2023, repayment trigger date 12/06/2024
£160,000 received 12/06/2023, repayment trigger date 12/06/2024
£35,000 received 06/10/2023, repayment trigger date 12/06/2024
£540,000 received 09/02/2024, repayment trigger date 12/06/2024
IBEX INNOVATIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 8 -
5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
2,133
33,839
Corporation tax recoverable
209,969
395,060
Other debtors
20,982
31,117
Prepayments and accrued income
235,478
142,870
468,562
602,886
6
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Convertible loans
1,223,959
Trade creditors
24,743
136,582
Taxation and social security
20,570
47,332
Other creditors
18,401
15,374
Accruals and deferred income
103,762
57,484
1,391,435
256,772
Convertible loan notes totalling £1,235,000 were received in the year with an interest of 10% pa. These have been discounted to present fair value using the market rate for a non-convertible similar debt instrument of 11.5%, with the balance taken to an equity reserve.
7
Share Options
Share options
The company has a share option scheme for employees to enable them to acquire ordinary shares of £0.00001 each in the capital of the company. The options vest over a period of 3 years and lapse the earlier of 10 years after the date of issue and the employee leaving the company. Options may be exercised after 3 years and have no performance conditions attached. Options may also be exercised on the occurrence of an exit event. Exit events include:
(a) a listing on the London Stock Exchange, the Alternative Investment Market or any other Recognised Investment Exchange;
(b) a sale; or
(c) any other event which the Board, in its absolute discretion considers to be an exit event.
The fair value of the options at grant date issued in the year ended 31 March 2024 has been set at £0.98 per share, being based on a formal external valuation of the share capital undertaken in November 2023.
The total number of share options available at the year end is 387,092. There have been 302,858 share options issued in the year, £195,998 cancelled and £352,768 options exercised in the year.
The company has taken advantage of the provisions of FRS 102 Section 1A to not recognise any share options charge on options granted before 1 April 2016. The charge to the Income Statement for the year ended 31 March 2024 is £237,488 (2023 - £162,279).
IBEX INNOVATIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 9 -
8
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Material uncertainty relating to going concern
We draw attention to Note 1.2 in the financial statements regarding going concern. The company has generated a loss of £1,264,647 during the year ended 31 March 2024 and as of that date, the company’s current liabilities exceeded its total assets by £322,566. As stated in Note 1.2, these events or conditions, along with other matters as set forth in Note 1.2, indicate that a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Senior Statutory Auditor:
Christopher Potter BA (Hons) ACA
Statutory Auditor:
Azets Audit Services
9
Financial commitments, guarantees and contingent liabilities
Amounts disclosed in the statement of financial position
Included in the statement of financial position are unpaid pension contributions of £15,651 (2023 - £9,204).
10
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2024
2023
£
£
15,337
245,340
11
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Convertible loan note received
Interest payable on convertible loan note
2024
2023
2024
2023
£
£
£
£
Directors
1,075,000
-
49,379
-
Other related parties
160,000
-
12,844
-
2024
2023
Amounts due to related parties
£
£
Directors
1,115,489
-
IBEX INNOVATIONS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
11
Related party transactions
(Continued)
- 10 -
Other related parties
170,693
-
Convertible loan notes totalling £1,040,000 were received from IP2IPO Portfolio L.P., director, in the year with an interest rate of 10% per annum, These have been discounted to fair value using a non-convertible interest rate for a similar debt instrument of 11.5%. At 31 March 2024, £1,031,390 plus accrued interest of £47,682 is owed by the company to IP2IPO in respect of these convertible loan notes. £8,610 has been recognised in equity in respect of this compound financial instrument.
A convertible loan note of £35,000 was received from C Holroyd, director, in the year with an interest rate of 10% per annum. This has been discounted to a fair value using a non-convertible interest rate for a similar debt instrument of 11.5%. As at 31 March 2024, £34,720 plus accrued interest of £1,697 is owed by the company to C Holroyd in respect of this convertible loan note. £280 has been recognised in equity in respect of this compound financial instrument.
A convertible loan note of £160,000 was received from North East Finance (Holdco) Limited in the year with an interest rate of 10% per annum. A Mitchell is a director of both the company and North East Finance (Holdco) Limited. This has been discounted to a fair value using a non-convertible interest rate for a similar debt instrument of 11.5%. As at 31 March 2024, £157,848 plus accrued interest of £12,844 is owed by the company to North East Finance (Holdco) Limited in respect of this convertible loan note. £2,152 has been recognised in equity in respect of this compound financial instrument.
2024-03-312023-04-01false04 October 2024CCH SoftwareCCH Accounts Production 2024.210No description of principal activityThis audit opinion is unqualifiedDr N LoxleyMr A D MitchellMr B PeecockMr P W DuffillMr A StewartMs P R WynnMr C J A HolroydDr P D ScottIP2IPO Services Limitedfalsefalse072083552023-04-012024-03-31072083552024-03-31072083552023-03-3107208355core:PlantMachinery2024-03-3107208355core:FurnitureFittings2024-03-3107208355core:ComputerEquipment2024-03-3107208355core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipment2024-03-3107208355core:PlantMachinery2023-03-3107208355core:FurnitureFittings2023-03-3107208355core:ComputerEquipment2023-03-3107208355core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipment2023-03-3107208355core:CurrentFinancialInstrumentscore:WithinOneYear2024-03-3107208355core:CurrentFinancialInstrumentscore:WithinOneYear2023-03-3107208355core:CurrentFinancialInstruments2024-03-3107208355core:CurrentFinancialInstruments2023-03-3107208355core:ShareCapital2024-03-3107208355core:ShareCapital2023-03-3107208355core:SharePremium2024-03-3107208355core:SharePremium2023-03-3107208355core:OtherReservesSubtotal2024-03-3107208355core:OtherReservesSubtotal2023-03-3107208355core:OtherMiscellaneousReserve2024-03-3107208355core:OtherMiscellaneousReserve2023-03-3107208355core:RetainedEarningsAccumulatedLosses2024-03-3107208355core:RetainedEarningsAccumulatedLosses2023-03-3107208355core:ShareCapital2022-03-3107208355core:SharePremium2022-03-3107208355core:OtherReservesSubtotal2022-03-3107208355core:RetainedEarningsAccumulatedLosses2022-03-3107208355bus:Director12023-04-012024-03-3107208355core:RetainedEarningsAccumulatedLosses2022-04-012023-03-31072083552022-04-012023-03-3107208355core:RetainedEarningsAccumulatedLosses2023-04-012024-03-3107208355core:ShareCapital2023-04-012024-03-3107208355core:SharePremium2023-04-012024-03-3107208355core:PlantMachinery2023-04-012024-03-3107208355core:FurnitureFittings2023-04-012024-03-3107208355core:ComputerEquipment2023-04-012024-03-3107208355core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipment2023-04-012024-03-3107208355core:PlantMachinery2023-03-3107208355core:FurnitureFittings2023-03-3107208355core:ComputerEquipment2023-03-3107208355core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipment2023-03-31072083552023-03-3107208355bus:PrivateLimitedCompanyLtd2023-04-012024-03-3107208355bus:SmallCompaniesRegimeForAccounts2023-04-012024-03-3107208355bus:FRS1022023-04-012024-03-3107208355bus:Audited2023-04-012024-03-3107208355bus:Director22023-04-012024-03-3107208355bus:Director32023-04-012024-03-3107208355bus:Director42023-04-012024-03-3107208355bus:Director52023-04-012024-03-3107208355bus:Director62023-04-012024-03-3107208355bus:Director72023-04-012024-03-3107208355bus:Director82023-04-012024-03-3107208355bus:Director92023-04-012024-03-3107208355bus:FullAccounts2023-04-012024-03-31xbrli:purexbrli:sharesiso4217:GBP