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Registered number: 09811319










PLU&M LIMITED










CONSOLIDATED ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
PLU&M LIMITED
 
 
COMPANY INFORMATION


Directors
Mark Elborn 
Megumi Ikeda (resigned 25 June 2024)
Matus Maar (resigned 25 June 2024)
Doron Meyassed 
Christopher Julian Spray 
Kenneth Bronfin (appointed 25 June 2024)
Robert Paul Finch (appointed 25 June 2024)




Registered number
09811319



Registered office
189-190 Shoreditch High Steet

London

E1 6HU




Independent auditors
Xeinadin Audit Limited
Chartered Accountants & Statutory Auditors

8th Floor

Becket House

36 Old Jewry

London

EC2R 8DD




Bankers
HSBC Bank PLC
8 Canada Square

London

E14 5HQ





 
PLU&M LIMITED
 

CONTENTS



Page
Group Strategic Report
1 - 2
Directors' Report
3 - 5
Independent Auditors' Report
6 - 9
Consolidated Statement of Comprehensive Income
10
Consolidated Balance Sheet
11
Company Balance Sheet
12
Consolidated Statement of Changes in Equity
13 - 14
Company Statement of Changes in Equity
15 - 16
Consolidated Statement of Cash Flows
17
Notes to the Financial Statements
18 - 38


 
PLU&M LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The directors present their strategic report for the year ended 31 December 2023.

Business review
 
In FY2023, Plum Guide achieved record sales while also making significant reductions in operating costs, with a reduction in Administrative expenses of £3,306,623 and £5,303,860 improvement in operating loss. Our output per sales employee increase significantly and we continued to make significant improvement in Curation AI technology, enabled us to reduce the cost of acquiring a home further.

Key Performance Indicators

2023
2022
Movement
Movement
        £
        £
        £
        %
Turnover

7,105,275

6,769,665

335,610
 
5
 
Operating loss

(4,553,999)

(9,857,859)

5,303,860
 
(54)
 
Net assets

1,781,687

6,107,486

(4,325,799)
 
(71)
 

Principal risks and uncertainties
 
The Company faces operational and financial risks in the normal course of business, with the key risks, and the Company's approach to mitigating those risks, outlined below. 

Regulation
 
The Company faces risk from Government regulation in relation to Local and International travel restrictions which would have an impact on the ability for guests to travel and for hosts to accommodate those guests. We mitigate this risk through constant communication with guests and hosts as well as diversifying the location and types of accommodation we have on our Plum Guide platform. 
In addition, Government regulations in local short-term rental markets can impact the business. We mitigate this by offering a variety of international city and holiday destinations. 

Page 1

 
PLU&M LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Price risk
 
The travel industry is highly competitive and comprises a number of companies providing short-term rentals. Competition may reduce fee structures which would put pressure on our profit margins. The highly variable nature of marketing spend enables the Company to react to fee changes. 
Credit risk
The company has a large number of small customers who pay for holidays creating a risk of customers having insufficient credit, but this risk is mitigated through the fact that customers are in the large majority required to pay upfront before the booking is confirmed. 
Liquidity risk
As the Company is loss making, it faces the risk of having insufficient cash to meet its obligations as they fall due. The Company addresses this risk through active cash management strategies, including raising additional shareholder funds and use of third-party debt facilities. 
Fraud risk
The Company faces the risk of fraudulent bookings and chargebacks due to fraud. To mitigate this risk we have proprietary fraud prevention software to prevent fraudulent bookings being accepted and to verify customers. 
Post balance sheet events
The directors confirm there have been no significant events affecting the Group since the year end.


This report was approved by the board on 15 October 2024 and signed on its behalf.



Doron Meyassed
Director

Page 2

 
PLU&M LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Principal activity

The Company's principal activity during the year continued to be the development of an online marketplace for luxury home rentals. 

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £4,455,767 (2022 - loss £9,973,320).

Directors

The directors who served during the year were:

Mark Elborn 
Megumi Ikeda (resigned 25 June 2024)
Matus Maar (resigned 25 June 2024)
Doron Meyassed 
Christopher Julian Spray 

Political contributions

There were no political donations in the period.

Page 3

 
PLU&M LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Qualifying third party indemnity provisions

Directors' and officers' insurance cover has been established for all directors to provide appropriate cover for their reasonable actions on behalf of the Company. A deed was executed in 2019 indemnifying each of the directors of the Company and/or its subsidiaries as a supplement to the directors' and officers' insurance cover. The indemnities, which constitute a qualifying third-party indemnity provision as defined by section 234 of the Companies Act 2006, were in force during the 2023 financial year. 

Going concern

After reviewing the Group's forecasts and considering its position at year end, and cash reserves, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and meet its liabilities and  obligations for a period of not less than 12 months from the date of approval of these financial statements.
In determining the going concern, the Group has modelled 3 scenarios. 
Scenario 1
Sales will continue at the average of the level of the last 6 months for the next 15 months.
Scenario 2
Sales will continue at 10% lower than average of the last 6 months for the next 15 months.
Scenario 3
Sales will continue at June levels for the next 15 months. This is the worst case scenario and the Group would make significant changes to their operating costs should this continue.
Despite the likelihood that the Group would make changes, in order to be prudent in all scenarios the Group have assumed no improvements to operating costs or margins and no reductions in headcount.
In all scenarios, the Group will still have significant runway and cash reserves and therefore management believes Plum Guide remains a going concern.
Purchase of own shares
On 13 March 2023, the Company purchased 1,100,000 of their own Deferred Shares are £0.0001 each. These were subsequently cancelled on the same day.

Future developments

Likely future developments for Plum Guide are to expand our supply across Europe and North America to have the largest collection of the world's most remarkable homes.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Page 4

 
PLU&M LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Auditors

The auditorsXeinadin Audit Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 15 October 2024 and signed on its behalf.
 





Doron Meyassed
Director

Page 5

 
PLU&M LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PLU&M LIMITED
 

Opinion


We have audited the financial statements of Plu&m Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2023 and of the Group's loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 or the 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.


Page 6

 
PLU&M LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PLU&M LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Group 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 Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


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 its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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.

Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, 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 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 7

 
PLU&M LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PLU&M LIMITED (CONTINUED)


Auditors' 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 Auditors' 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 Group 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:
Enquiry of management and those charged with governance around actual and potential litigation and claims to identify any instances of non-compliance with laws and regulations;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management override of controls, including testing of journals entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.


Firstly, the Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profit legislation and taxation legislation and we assessed the extend of compliance with these laws and regulations as part of our procedures on the related financial statement lines.
Secondly, the Group is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance the imposition of fines or litigation. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondences, if any. Therefore, if a breach of operational regulation is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Page 8

 
PLU&M LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PLU&M LIMITED (CONTINUED)


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 2006Our 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 Auditors' 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.





Alexander Wall (ACA) (Senior Statutory Auditor)
  
for and on behalf of
Xeinadin Audit Limited
 
Chartered Accountants
Statutory Auditors
  
8th Floor
Becket House
36 Old Jewry
London
EC2R 8DD

15 October 2024
Page 9

 
PLU&M LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
7,105,275
6,769,665

Cost of sales
  
(5,092,113)
(6,910,070)

Gross profit/(loss)
  
2,013,162
(140,405)

Administrative expenses
  
(6,567,161)
(9,873,786)

Other operating income
 5 
-
156,332

Operating loss
 6 
(4,553,999)
(9,857,859)

Interest receivable and similar income
 10 
156,669
32,447

Interest payable and similar expenses
 11 
(58,437)
(147,908)

Loss before taxation
  
(4,455,767)
(9,973,320)

Loss for the financial year
  
(4,455,767)
(9,973,320)

  

Other comprehensive income
  
(4,136)
(11,880)

Other comprehensive income for the year
  
(4,136)
(11,880)

  
-
-

Total comprehensive income for the year
  
(4,136)
(11,880)

(Loss) for the year attributable to:
  

Owners of the parent Company
  
(4,455,767)
(9,973,320)

  
(4,455,767)
(9,973,320)

The notes on pages 18 to 38 form part of these financial statements.

Page 10

 
PLU&M LIMITED
REGISTERED NUMBER: 09811319

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 13 
42,120
77,682

  
42,120
77,682

Current assets
  

Debtors
 15 
3,715,913
3,099,731

Cash at bank and in hand
 16 
5,454,963
12,688,005

  
9,170,876
15,787,736

Creditors: amounts falling due within one year
 17 
(7,431,309)
(9,566,265)

Net current assets
  
 
 
1,739,567
 
 
6,221,471

Total assets less current liabilities
  
1,781,687
6,299,153

Creditors: amounts falling due after more than one year
 18 
-
(191,667)

Provisions for liabilities
  

Net assets
  
1,781,687
6,107,486


Capital and reserves
  

Called up share capital 
 20 
2,517
2,254

Share premium account
 21 
55,594,415
55,594,409

Foreign exchange reserve
 21 
4,818
8,954

Other reserves
 21 
6,833,445
6,699,720

Profit and loss account
 21 
(60,653,508)
(56,197,851)

Equity attributable to owners of the parent Company
  
1,781,687
6,107,486

  
1,781,687
6,107,486


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 15 October 2024.




Doron Meyassed
Director

The notes on pages 18 to 38 form part of these financial statements.

Page 11

 
PLU&M LIMITED
REGISTERED NUMBER: 09811319

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 13 
41,446
75,835

Investments
 14 
7,607
7,607

  
49,053
83,442

Current assets
  

Debtors
 15 
4,896,708
3,554,126

Cash at bank and in hand
 16 
4,158,350
12,126,707

  
9,055,058
15,680,833

Creditors: amounts falling due within one year
 17 
(7,415,742)
(9,542,320)

Net current assets
  
 
 
1,639,316
 
 
6,138,513

Total assets less current liabilities
  
1,688,369
6,221,955

  

Creditors: amounts falling due after more than one year
 18 
-
(191,667)

  

Net assets
  
1,688,369
6,030,288


Capital and reserves
  

Called up share capital 
 20 
2,517
2,254

Share premium account
 21 
55,594,415
55,594,409

Other reserves
 21 
6,833,445
6,699,720

Profit and loss account
 21 
(60,742,008)
(56,266,095)

  
1,688,369
6,030,288


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 15 October 2024.


Doron Meyassed
Director

The notes on pages 18 to 38 form part of these financial statements.

Page 12

 

 
PLU&M LIMITED


 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023



Called up share capital
Share premium account
Foreign exchange reserve
Other reserves
Profit and loss account
Total equity


£
£
£
£
£
£


At 1 January 2023
2,254
55,594,409
8,954
6,699,720
(56,197,851)
6,107,486



Comprehensive income for the year


Loss for the year

-
-
-
-
(4,455,767)
(4,455,767)


Foreign exchange movement
-
-
(4,136)
-
-
(4,136)



Other comprehensive income for the year
-
-
(4,136)
-
-
(4,136)



Total comprehensive income for the year
-
-
(4,136)
-
(4,455,767)
(4,459,903)



Contributions by and distributions to owners


Purchase of own shares
-
-
-
-
110
110


Shares issued during the year
373
6
-
-
-
379


Shares cancelled during the year
(110)
-
-
-
-
(110)


Share based compensation
-
-
-
133,725
-
133,725



Total transactions with owners
263
6
-
133,725
110
134,104



At 31 December 2023
2,517
55,594,415
4,818
6,833,445
(60,653,508)
1,781,687



The notes on pages 18 to 38 form part of these financial statements.

Page 13

 

 
PLU&M LIMITED


 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022



Called up share capital
Share premium account
Foreign exchange reserve
Other reserves
Profit and loss account
Total equity


£
£
£
£
£
£


At 1 January 2022
522
42,733,095
1,283
6,487,834
(46,224,531)
2,998,203



Comprehensive income for the year


Loss for the year

-
-
-
-
(9,973,320)
(9,973,320)


Foreign exchange movement
-
-
7,671
-
-
7,671



Other comprehensive income for the year
-
-
7,671
-
-
7,671



Total comprehensive income for the year
-
-
7,671
-
(9,973,320)
(9,965,649)



Contributions by and distributions to owners


Shares issued during the year
1,732
12,861,314
-
-
-
12,863,046


Share based compensation
-
-
-
211,886
-
211,886



Total transactions with owners
1,732
12,861,314
-
211,886
-
13,074,932



At 31 December 2022
2,254
55,594,409
8,954
6,699,720
(56,197,851)
6,107,486



The notes on pages 18 to 38 form part of these financial statements.

Page 14

 
PLU&M LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Share premium account
Other reserves
Profit and loss account
Total equity

£
£
£
£
£

At 1 January 2023
2,254
55,594,409
6,699,720
(56,266,095)
6,030,288



Loss for the year
-
-
-
(4,476,023)
(4,476,023)

Purchase of own shares
-
-
-
110
110

Shares issued during the year
373
6
-
-
379

Shares cancelled during the year
(110)
-
-
-
(110)

Share based compensation
-
-
133,725
-
133,725


At 31 December 2023
2,517
55,594,415
6,833,445
(60,742,008)
1,688,369


The notes on pages 18 to 38 form part of these financial statements.

Page 15

 
PLU&M LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Share premium account
Other reserves
Profit and loss account
Total equity

£
£
£
£
£

At 1 January 2022
522
42,733,095
6,487,834
(46,272,639)
2,948,812


Comprehensive income for the year

Loss for the year
-
-
-
(9,993,456)
(9,993,456)

Shares issued during the year
1,732
12,861,314
-
-
12,863,046

Share based compensation
-
-
211,886
-
211,886


At 31 December 2022
2,254
55,594,409
6,699,720
(56,266,095)
6,030,288


The notes on pages 18 to 38 form part of these financial statements.

Page 16

 
PLU&M LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Loss for the financial year
(4,455,767)
(9,973,320)

Adjustments for:

Depreciation of tangible assets
39,987
67,787

Loss on disposal of tangible assets
3,285
18,921

Interest paid
58,437
147,908

Interest received
(156,669)
(32,447)

(Increase) in debtors
(616,182)
(1,926,359)

(Decrease)/increase in creditors
(1,684,956)
4,190,407

Share based payments
133,725
211,886

Foreign Exchange
133,802
41,850

Net cash generated from operating activities

(6,544,338)
(7,253,367)


Cash flows from investing activities

Purchase of tangible fixed assets
(12,659)
(77,612)

Net cash from investing activities

(12,659)
(77,612)

Cash flows from financing activities

Issue of ordinary shares
379
12,861,314

Repayment of loans
(617,987)
(1,272,619)

Interest paid
(58,437)
(147,908)

Repurchase of own shares
110
-

Cancellation of shares
(110)
-

Net cash used in financing activities
(676,045)
11,440,787

Net (decrease)/increase in cash and cash equivalents
(7,233,042)
4,109,808

Cash and cash equivalents at beginning of year
12,688,005
8,578,197

Cash and cash equivalents at the end of year
5,454,963
12,688,005


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
5,454,963
12,688,005

5,454,963
12,688,005


The notes on pages 18 to 38 form part of these financial statements.

Page 17

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Plu&m Limited is a private company limited by shares incorporated in England and Wales. The address of the registered office is given in the company information page of these financial statements.
The nature of the company's operations and principal activities recorded in the Strategic Report and the Directors Report.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102.

 
2.3

Going concern

After reviewing the Group's forecasts and considering its position at year end, and cash reserves, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence and meet its liabilities and obligations for a period of not less than 12 months from the date of approval of these financial statements. As per forecasts and post year end results management is confident that the group has enough cash and current assets to continue as a going concern. 
Management has modelled their going concern assesment based on a upside, base and low case scenario. All scenario's indicated that the Group will have sufficient cash resources. Therefore the Group continues to adopt the going concern basis in preparing its financial statements.

Page 18

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Group's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.5

Revenue

Group turnover comprises of onboarding fees and commissions earned from customer bookings made through the Plum guide platform and made directly with the Matchmaker team. The turnover is recognised at the time the booking is confirmed.
Turnover is recognised at the fair value of the consideration receivable for services provided. Turnover is shown net of Valued Added Tax and other sales related taxes. The fair value of the consideration takes into account discounts.

 
2.6

Leased assets: the Group as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

Page 19

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.7

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.8

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.9

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.10

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.11

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

Page 20

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.12

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Group keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

 
2.13

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant and machinery
-
33%
straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.15

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 21

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.16

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.17

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.18

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

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, with 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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

Page 22

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.18
Financial instruments (continued)

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

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

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

Page 23

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Critical judgements
Fair value of loan
The Company has entered into a loan agreement with Silicon Valley Bank ("SVB") which required the Company to also enter into an agreement to issue warrant options to SVB as a part of the arrangement. Management has recognised the loan as a financial liability using the amortised cost method. On initial recognition, the loan is measured at transaction price net of any transaction costs (including the cost of the warrants issued).
Convertible loans
The proceeds received from the issue of convertible debt instruments are measured at fair value as a liability element at the date of issue and remeasured at the statement of financial position date. The fair value movement is taken to the profit and loss.
Deferred income tax assets
Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. Management have determined that it is not appropriate to recognise a deferred tax asset at the Statement of Financial Position date.
Share based payments
The Company has used the Black Scholes valuation model to determine the fair value of share based payments. Any changes to the assumptions used (including share price, volatility, risk free rate & dividends) by management will impact the valuation. Due to the lack of available data relating to the value of ordinary shares, there is judgement involved in determining the share price of the ordinary shares for the purposes of calculating the share based payment charge. A discounted price, based on the price of relevant funding round share issues, has been used to determine the share price of ordinary shares for changes to the share based payment charges as calculated.
Management have determined that there are no key sources of estimation uncertainty.


4.


Turnover




2023
2022
£
£

Turnover
7,105,275
6,769,665

7,105,275
6,769,665


All turnover arose within the United Kingdom.

Page 24

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Other operating income

2023
2022
£
£

Rent income
-
156,332

-
156,332



6.


Operating loss

The operating loss is stated after charging:

2023
2022
£
£

Exchange differences
113,643
(232,914)


7.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors:


2023
2022
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
27,375
27,375

Non-audit services
9,125
9,125


8.

Employees

Staff costs, including directors' remuneration, were as follows:

Group 
2023
Group
2022
Company
2023
Company
2022
        £
        £
        £
        £
Wages and salaries

3,984,179

6,028,758

3,907,524
 
5,677,762
 
Social security costs

497,716

734,129

490,745
 
700,319
 
Cost of defined contribution scheme

75,508

124,373

75,508
 
124,373
 

4,557,403

6,887,260

4,473,777
 
6,502,454
 

Page 25

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The average monthly number of employees, including the directors, during the year was as follows:



Group
Group
Company
Company
        2023
        2022
        2023
        2022
            No.
            No.
            No.
            No.









Average number of persons employed by the Company
49
84
47
82


9.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
193,333
140,000

Group contributions to defined contribution pension schemes
15,600
12,600

208,933
152,600


During the year retirement benefits were accruing to 1 directors (2022 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £193,333 (2022 - £140,000).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £15,600 (2022 - £12,600).


10.


Interest receivable

2023
2022
£
£


Other interest receivable
156,669
32,447

156,669
32,447


11.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
58,437
147,908

58,437
147,908

Page 26

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Taxation


2023
2022
£
£



Total current tax
-
-

Deferred tax

Total deferred tax
-
-


Tax on loss
-
-

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 - the same as) the standard rate of corporation tax in the UK of 25% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Loss on ordinary activities before tax
(4,455,767)
(9,973,320)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2022 - 19%)
(1,113,942)
(1,894,931)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisationand impairment
45,865
127,906

Fixed asset differences
(6)
(4,886)

Income not taxable for tax purposes
(162,589)
-

Other permanent differences
65,495
(5,005)

Remeasurement of deferred tax for changes in tax rates
(73,290)
(561,132)

Movement in deferred tax not recognised
1,238,467
2,338,048

Total tax charge for the year
-
-


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 27

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Tangible fixed assets

Group






Plant and machinery

£



Cost or valuation


At 1 January 2023
221,636


Additions
12,659


Disposals
(11,475)


Exchange adjustments
(93)



At 31 December 2023

222,727



Depreciation


At 1 January 2023
143,954


Charge for the year on owned assets
39,987


Disposals
(3,334)



At 31 December 2023

180,607



Net book value



At 31 December 2023
42,120



At 31 December 2022
77,682

Page 28

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

           13.Tangible fixed assets (continued)


Company






Plant and machinery

£

Cost or valuation


At 1 January 2023
218,222


Additions
12,659


Disposals
(11,475)



At 31 December 2023

219,406



Depreciation


At 1 January 2023
142,387


Charge for the year on owned assets
38,907


Disposals
(3,334)



At 31 December 2023

177,960



Net book value



At 31 December 2023
41,446



At 31 December 2022
75,835






Page 29

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
7,607



At 31 December 2023
7,607






Net book value



At 31 December 2023
7,607



At 31 December 2022
7,607


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

The Plum Guide Limited *
2nd Floor, 69-77 Paul Street, London, EC2A 4NW
Ordinary
100%
Plu&m USA Inc.
1209 Orange Street, Wilmington, New Castle County, Delaware 19801 USA
Ordinary
100%

* This company is dormant.

Page 30

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

15.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£



Trade debtors
3,438,711
2,562,021
3,428,188
2,562,021

Amounts owed by group undertakings
-
-
1,191,665
483,277

Other debtors
106,587
272,279
106,587
243,520

Prepayments and accrued income
170,615
265,431
170,268
265,308

3,715,913
3,099,731
4,896,708
3,554,126


All intercompany loans balances are repayable on demand and are non-interest bearing.


16.


Cash and cash equivalents

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Cash at bank and in hand
5,454,963
12,688,005
4,158,350
12,126,707

5,454,963
12,688,005
4,158,350
12,126,707



17.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank loans
200,000
650,000
200,000
650,000

Trade creditors
6,043,431
7,761,212
6,043,203
7,760,655

Other taxation and social security
102,678
131,566
100,015
123,566

Other creditors
490,635
388,066
488,553
387,589

Accruals and deferred income
594,565
635,421
583,971
620,510

7,431,309
9,566,265
7,415,742
9,542,320


All intercompany loans balances are repayable on demand and are non-interest bearing.
Silicon Valley Bank Limited holds charges over the Company. These include fixed & floating charges, this covers all the property, undertakings and intellectual property (including trademarks and serial numbers) of the Company. The charges also includes a negative pledge.

Page 31

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

18.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank loans
-
191,667
-
191,667

-
191,667
-
191,667




Page 32

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

19.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Amounts falling due within one year

Bank loans
200,000
650,000
200,000
650,000


200,000
650,000
200,000
650,000

Amounts falling due 1-2 years

Bank loans
-
191,667
-
191,667


-
191,667
-
191,667



200,000
841,667
200,000
841,667


The Company has 3 debt agreements in place with HSBC Innovation Bank Limited, these comprise:
                                                          
 Principal facility                Interest rate                   Term     
Term loan 1                                               £2,000,000                  9.25%+Bank rate           36 months
Term loan 2                                               £3,000,000                  9.25%+Bank rate           36 months   
Term loan 3                                               £1,000,000                  9.25%+Bank rate           36 months   
Contained within bank loan agreements are warrant options entered into between the Company and HSBC Innovation Bank. The warrants give the holder, the right and not the obligation to acquire a fixed number of shares at fixed price, and thus management have made the judgement to classify these as equity and not as a liability. However, management have calculated the fair value and considered the warrants to be immaterial. As such no amount has been recognised.
Term 1 has been fully repaid in financial year 2022. As of date of signing, term 2 have been fully repaid and the full £1m of term loan 3 has been drawndown.

Page 33

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

20.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



5,510,000 (2022 - 2,880,000) Ordinary shares of £0.0001 each
551.00
288.00
5,390,000 (2022 - 5,390,000) A Ordinary shares of £0.0001 each
539.00
539.00
14,270,000 (2022 - 14,270,000) B+ Ordinary shares of £0.0001 each
1,427.00
1,427.00

2,517.00

2,254.00


The equity shares shall confer on each holder of equity shares the right to receive notice of and to attend and speak and vote at all general meetings of the Company and to receive and vote on proposed written resolutions of the Company.
Except as otherwise provided in the articles, the Equity shares shall rank pari passu in all respects but shall constitute separate classes of shares.
On 9 January 2023 5,056 Ordinary shares were issued at £0.0001 each.
On 2 March 2023 12,403 Ordinary shares were issued at £0.0001 each.
On 13 March 2023 1,100,000  Ordinary shares at £0.0001 each were cancelled during the year.
On 12 March 2023 15,937 Ordinary shares were issued at £0.0001 each.
On 13 June 2023 1,100,000 A Ordinary shares were issued at £0.0001 each.
On 13 June 2023 2,585,081 Ordinary shares were issued at £0.0001 each.
On 22 August 2023 4,245 Ordinary shares were issued at £0.0001 each.



Page 34

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

21.


Reserves

Share premium account

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

Foreign exchange reserve

Includes the unrealised gains and losses from the translation of overseas subsidiaries at the balance sheet date.

Other reserves

Includes the non-distributable reserve arising from the issue of share options as well as the difference between the fair value and liquidated sum arising from the convertible loan.

Profit and loss account

Includes all current and prior period retained profit and losses.

Page 35

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

22.


Share-based payments

The Company operates an equity-settled share-based compensation plan established under the Enterprise Management Initiative ("EMI") scheme granting shares options to employees in the Company. The fair value of the employee services received in exchange for the options granted is expensed. This has been based on management's estimate of the number of shares that will eventually vest and the fair value of the share options as at the date of granting.

Weighted average exercise price (pence)
2023
Number
2023
Weighted average exercise price
(pence)
2022
Number
2022

Outstanding at the beginning of the year

118

652,835

270
 
521,413
 
Granted during the year

0.012

8,460,780

83
 
290,734
 
Forfeited during the year

37.784

(844,570)

567
 
(153,249)
 
Exercised during the year

0.010

(4,820,381)

133
 
(6,063)
 
Outstanding at the end of the year
13

3,448,664

118
 
652,835
 

2023
2022

Option pricing model used


Black Scholes

Black Scholes
 
Weighted average share price (pence)


£0.02

£0.02
 
Exercise price (pence)


£0.02

£0.02
 
Weighted average contractual life (days)


3459

3459
 
Expected volatility


80%

80%
 
Expected dividend growth rate


0%

0%
 
Risk-free interest rate


4.51%

4.51%
 

The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted, excluding the impact of any non-market vesting conditions. The fair value of awards granted is measured using a Black Scholes model. Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. At each balance sheet date, the entity revises its estimates of the number of options that are expected to vest, with any changes in estimate recognised in the profit and loss account, with a corresponding adjustment in equity as per FRS 102, and is as follows:

2023
2022
£
£


Share option expense
133,726
211,886

133,726
211,886
Page 36

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

22.Share-based payments (continued)


Page 37

 
PLU&M LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

23.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £75,508 (2022: £124,373). Contributions totalling £18,529 (2022: £19,107) were payable to the fund at the reporting date and are included in creditors.


24.


Commitments under operating leases

At 31 December 2023 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Not later than 1 year
36,400
120,000
36,400
120,000

Later than 1 year and not later than 5 years
-
10,000
-
10,000

36,400
130,000
36,400
130,000


25.


Related party transactions

Under the provision of Section 33 of Financial Reporting Standard 102 "Related party transactions", the Company has taken advantage of the exemption from disclosing transactions with other wholly owned members of the group headed by Plu&m Limited.
Key management are considered to be the statutory directors whose remuneration has been disclosed within note 9.


26.


Post balance sheet events

The directors confirm there have been no significant events affecting the Group since the year end.


27.


Controlling party

There is no ultimate controlling party.

 
Page 38