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Registered number: 06628783









XACTLY LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2024

 
XACTLY LIMITED
 
 
COMPANY INFORMATION


Director
A Mishra 




Registered number
06628783



Registered office
Suite 4
7th Floor 50 Broadway

London

SW1H 0DB




Independent auditor
Nortons Assurance Limited
Chartered Accountants and Statutory Auditor

Second Floor

NOW Building

Thames Valley Park

Reading

Berkshire

RG6 1RB





 
XACTLY LIMITED
 

CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3 - 4
Independent Auditor's Report
5 - 8
Profit and Loss Account
9
Balance Sheet
10
Statement of Changes in Equity
11
Statement of Cash Flows
12
Analysis of Net Debt
13
Notes to the Financial Statements
14 - 26

 
XACTLY LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2024

Introduction
 
The director presents their strategic report for the period from 1 February 2023 to 31 January 2024.

Business review
 
The Company is a cost-plus entity of its parent company, whereby it provides its parent with sales, marketing, support, and other general and administrative services. Intercompany revenue from our parent is the Company's sole source of income and the Company is reliant on its parent for continuing operations. Our parent is a Software-as-a-Service (SaaS) company in the USA that provides cloud-based sales performance management (SPM) solutions. 
The results for the period ended 31 January 2024 are set out in the Profit and Loss Account. Since the Company's largest expense is people costs, the revenues and net profits of the Company are closely correlated to changes in headcount. The Company's total revenue decreased 36.2% to £6,951,225 in the current period compared to £10,901,783 in the prior period, largely driven by a significant decrease in average headcount and related expenses during our fiscal 2024 year compared to the prior year. The reduction in force was a result of the Company optimizing its cost structure to accommodate the challenging economic landscape.

Principal risks and uncertainties
 
Given the Company is reliant on its parent for funding, there is liquidity risk should the parent be unable to fund the Company's ongoing operations. This risk is mitigated by the parent's strong cash position, earnings forecast, and ability to raise debt as needed.
The global economic environment can impact the operating performance of the Company and the market that it and the parent compete in. If the parent's sales and profitability suffer due to deteriorating economic conditions, the Company may be exposed to further reductions in force and expense optimization, which will lower its cost-plus revenues and profitability. The Company and its parent mitigate the impact of these external variables by competing in diverse geographies and industries.
There is a risk that the parent may breach a debt covenant which could eliminate their ability to fund the Company. The parent mitigates the potential for this by diligently managing their business and forecasting future performance in relation to the debt covenants.

Financial key performance indicators
 
Given the cost-plus nature of the business, the Company's directors are of the opinion that analysis using KPI's is not necessary for an understanding of the development, performance or position of the business. Rather, the revenue and earnings of the Company’s parent are more relevant KPIs for the performance of the Company.

Going concern
 
The Company and its parent monitor and retain sufficient cash balances to ensure there are enough funds available for its operations. As the Company is reliant on its parent for funding, all cash transfers are reviewed and approved by the parent to ensure liquidity is maintained. The parent is sufficiently funded to continue to provide adequate liquidity to the Company to meet its obligations over the next 12 months. The director wishes to draw attention to note 2.2 of these financial statements regarding the basis of preparation, noting that the Company has received confirmation of continued financial support for the foreseeable future from the parent company.

Page 1

 
XACTLY LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024

Directors' statement of compliance with duty to promote the success of the Company
 
The director has acted in a way they considered, in good faith, to be the most likely to promote the success of the Company for the benefit of its stakeholders. Section 172 requires the director to have regard amongst other matter to the:
a) Likely consequences of any decisions in the long-term
b) Interests of the Company's employees
c) Need to foster the Company's business relationships with suppliers, customers, and others
d) Impact of the Company's operations on the community and the environment
e) Desirability of the Company maintaining a reputation for high standards of business conduct, and
f) Need to act fairly as between members of the Company
Similar to many large organisations much of the group strategy is set at Corporate level. The Company delegates authority for day-to-day management to the Company executives. Management are responsible for overseeing the execution of the group strategy and adhering to policies set by the group.
Senior executives hold meetings with the regional management team regularly to ensure feedback from employees, customers and our suppliers base are heard and reported back in a timely manner.


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



A Mishra
Director

Date: 24 October 2024
Page 2

 
XACTLY LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2024

The directors present their report and the financial statements for the year ended 31 January 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 of the profit or loss of the Company for that period.

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


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

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company 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 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the year, after taxation, amounted to £248,725 (2023 - £321,484).

Dividends of £nil were paid during the year (2023: £nil).

Directors

The directors who served during the year were:

C Cabrera (resigned 6 December 2023)
A Mishra (appointed 6 December 2023)

Future developments

The Director expects the economic landscape to remain challenging in the near-term, which will place continued pressures on the Company to optimize its cost structure and potentially decrease its headcount. Nonetheless, there are no significant changes expected in the types of services that the Company provides to its parent.

Page 3

 
XACTLY LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024

Qualifying third party indemnity provisions

The Company has an agreement to indemnify the director for certain events or occurrences while the director is or was serving at the Company’s request in such capacity. The indemnification period covers all pertinent events or occurrences during the directors lifetime. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company has director insurance coverage that limits the exposure and enables the Company to recover a portion of any future amounts paid.

Matters covered in the Strategic Report

As permitted by Section 414c(11) of the Companies Act 2006, the directors have elected not to disclose information required to be in the Directors' report by Schedule 7 of the 'Large and Medium sized Companies and Groups (Accounts and Reports) Regulations 2008', in the Strategic report.

Disclosure of information to auditor

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's auditor is 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's auditor is aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditor

The auditor, Nortons Assurance Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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



A Mishra
Director

Date: 24 October 2024
Page 4

 
XACTLY LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF XACTLY LIMITED
 

Opinion


We have audited the financial statements of Xactly Limited (the 'Company') for the year ended 31 January 2024, which comprise the Profit and Loss Account, the Balance Sheet, the Statement of Cash Flows, the 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 Company's affairs as at 31 January 2024 and of its profit 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company 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 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 5

 
XACTLY LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF XACTLY LIMITED (CONTINUED)


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 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 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.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its 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, or returns adequate for our audit have not been received from branches not visited by us; or
the 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 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 Company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
XACTLY LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF XACTLY LIMITED (CONTINUED)


Auditor's responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The objectives of our audit, in respect to fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management. 
Our approach was as follows: 
 
We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant frameworks which are directly relevant to specific assertions in the financial statements are those that relate to the reporting framework including the Companies Act 2006 and the relevant tax compliance regulations in the UK.
 
We understood how the Company is complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures.
 
We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur by discussing with management to understand where it considered there was a susceptibility to fraud. We considered the controls that the Company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included testing manual journals and were designed to provide reasonable assurance that the financial statements were free from fraud and error. 
 
Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations identified in the paragraphs above. Our procedures involved journal entry testing, with a focus on journals indicating large or unusual transactions based on our understanding of the business, enquiries of Company management and focused testing. In addition, we completed procedures to conclude on the compliance of the disclosures in the Annual Report and Accounts with the requirements of the relevant accounting standards and UK legislation. 


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 Auditor's Report.


Page 7

 
XACTLY LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF XACTLY 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 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.





Karen Cairns (Senior Statutory Auditor)
for and on behalf of
Nortons Assurance Limited
Chartered Accountants and Statutory Auditor
Second Floor
NOW Building
Thames Valley Park
Reading
Berkshire
RG6 1RB

25 October 2024
Page 8

 
XACTLY LIMITED
 
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 JANUARY 2024

2024
2023
Note
£
£

  

Turnover
 4 
6,951,225
10,901,783

Administrative expenses
  
(6,620,214)
(10,382,649)

Operating profit
 5 
331,011
519,134

Interest payable and similar expenses
 8 
(308)
(277)

Profit before tax
  
330,703
518,857

Tax on profit
 9 
(81,978)
(197,373)

Profit for the financial year
  
248,725
321,484

There are no items of other comprehensive income for 2024 or 2023 other than the profit for the yearAs a result, no separate Statement of Comprehensive Income has been presented.

The notes on pages 14 to 26 form part of these financial statements.
Page 9

 
XACTLY LIMITED
REGISTERED NUMBER: 06628783

BALANCE SHEET
AS AT 31 JANUARY 2024

2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 10 
20,430
69,504

Current assets
  

Debtors: amounts falling due after more than one year
 11 
-
72,501

Debtors: amounts falling due within one year
 11 
2,236,097
2,207,477

Cash at bank and in hand
 12 
127,447
144,995

  
2,363,544
2,424,973

Creditors: amounts falling due within one year
 13 
(443,973)
(740,805)

Net current assets
  
 
 
1,919,571
 
 
1,684,168

Total assets less current liabilities
  
1,940,001
1,753,672

Creditors: amounts falling due after more than one year
 14 
-
(57,007)

Provisions for liabilities
  

Deferred tax
 15 
(799)
(6,188)

Net assets
  
1,939,202
1,690,477


Capital and reserves
  

Called up share capital 
 16 
100
100

Profit and loss account
 17 
1,939,102
1,690,377

  
1,939,202
1,690,477


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 



A Mishra
Director
Date: 24 October 2024

The notes on pages 14 to 26 form part of these financial statements.
Page 10

 
XACTLY LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2024


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 February 2022
100
1,368,893
1,368,993


Comprehensive income for the year

Profit for the year
-
321,484
321,484
Total comprehensive income for the year
-
321,484
321,484


Contributions by and distributions to owners

Credit relating to equity-settled share-based payments
-
61,769
61,769

Charge from parent for equity-settled share-based payments
-
(61,769)
(61,769)


Total transactions with owners
-
-
-



At 1 February 2023
100
1,690,377
1,690,477


Comprehensive income for the year

Profit for the year
-
248,725
248,725
Total comprehensive income for the year
-
248,725
248,725


At 31 January 2024
100
1,939,102
1,939,202


The notes on pages 14 to 26 form part of these financial statements.
Page 11

 
XACTLY LIMITED
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2024

2024
2023
£
£

Cash flows from operating activities

Profit for the financial year
248,725
321,484

Adjustments for:

Depreciation of tangible assets
49,074
54,491

Interest paid
308
277

Taxation charge
81,978
197,373

(Increase)/decrease in debtors
(79,091)
131,962

Decrease/(increase) in amounts owed by groups
122,972
(130,926)

(Decrease) in creditors
(241,494)
(643,391)

Corporation tax (paid)
(199,712)
(63,723)

Net cash generated from operating activities

(17,240)
(132,453)


Cash flows from investing activities

Purchase of tangible fixed assets
-
(21,461)

Net cash from investing activities

-
(21,461)

Cash flows from financing activities

Interest paid
(308)
(277)

Net cash used in financing activities
(308)
(277)

Net (decrease) in cash and cash equivalents
(17,548)
(154,191)

Cash and cash equivalents at beginning of year
144,995
299,186

Cash and cash equivalents at the end of year
127,447
144,995


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
127,447
144,995

127,447
144,995


The notes on pages 14 to 26 form part of these financial statements.

Page 12

 
XACTLY LIMITED
 

ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 JANUARY 2024




At 1 February 2023
Cash flows
At 31 January 2024
£

£

£

Cash at bank and in hand

144,995

(17,548)

127,447


The notes on pages 14 to 26 form part of these financial statements.
Page 13

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

1.


General information

Xactly Limited is a company (the Company) incorporated in the United Kingdom under the Companies Act. The Company is a private company, limited by shares and is registered in England and Wales. The address of the Company's registered office is Suite 4, 7th Floor 50 Broadway, London, SW1H 0DB.
The principal activity of the Company in the year under review was that of providing sales and marketing services for its parent company under a services agreement.

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 management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Going concern

The director has a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future and thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.
The director of the Company has received confirmation of continued financial support for the foreseeable future from the parent company, Xactly Corporation.

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP, rounded to the nearest whole £.

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.

Page 14

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.4

Revenue

Revenue represents amounts charged to the Company's parent under an agreement for sales and marketing services provided. Revenue is recognised when chargeable costs are incurred.

 
2.5

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company 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 Company in independently administered funds.

 
2.7

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 Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to 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.

Page 15

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.8

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.9

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:

Fixtures and fittings
-
20% on cost
Computer equipment
-
33% on cost

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.
Page 16

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.10

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.

 
2.11

Financial instruments

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

Financial instruments are recognised in the Company's Balance Sheet when the Company 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 Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

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 Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans 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 payments 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.

Page 17

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the Company's accounting policies the director is required to make judgments, estimates and assumptions about the carrying value 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 the accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.


4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Intercompany revenue
6,951,225
10,901,783


Analysis of turnover by country of destination:

2024
2023
£
£

United States of America
6,951,225
10,901,783



5.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Exchange differences
6,023
4,057

Other operating lease rentals
259,675
290,799

Share-based payment
-
61,769


6.


Auditor's remuneration

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


2024
2023
£
£

Fees payable to the Company's auditor for the audit of the Company's financial statements
12,850
12,000

Page 18

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

7.


Employees

Staff costs were as follows:


2024
2023
£
£

Wages and salaries
4,646,818
7,227,058

Social security costs
569,832
918,830

Cost of defined contribution scheme
167,805
196,015

5,384,455
8,341,903


The Directors are employed by other Group entities and the services provided to the Company are incidental and therefore no recharge of cost has been performed.

The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







General and administrative
3
8



Customer support
3
6



Professional services
6
20



Sales and marketing
31
41

43
75


8.


Interest payable and similar expenses

2024
2023
£
£


Other interest payable
308
277

Page 19

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

9.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
92,245
121,183

Adjustments in respect of previous periods
(4,878)
2,381


Total current tax
87,367
123,564

Deferred tax


Origination and reversal of timing differences
(5,389)
73,809

Total deferred tax
(5,389)
73,809


Tax on profit
81,978
197,373

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 24.03% (2023 - 19%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
330,703
518,857


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 24.03% (2023 - 19%)
79,468
98,583

Effects of:


Expenses not deductible for tax purposes
569
1,700

Adjustments to tax charge in respect of prior periods
(4,878)
2,381

Effect of share based payments
-
75,672

Effect of tax rate changes
6,819
19,037

Total tax charge for the year
81,978
197,373
Page 20

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
 
9.Taxation (continued)


Tax rate changes

In the Spring budget 2021, the UK Government announced that from 1 April 2023 the corporation tax would increase to 25% from the 19% rate that was previously enacted. This new law was enacted on 24 May 2021. For the financial year ended 31 January 2024, the current weighted average tax rate was 24.03%.


10.


Tangible fixed assets





Fixtures and fittings
Computer equipment
Total

£
£
£



Cost or valuation


At 1 February 2023
6,151
227,141
233,292



At 31 January 2024

6,151
227,141
233,292



Depreciation


At 1 February 2023
6,151
157,637
163,788


Charge for the year on owned assets
-
49,074
49,074



At 31 January 2024

6,151
206,711
212,862



Net book value



At 31 January 2024
-
20,430
20,430



At 31 January 2023
-
69,504
69,504

Page 21

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

11.


Debtors

2024
2023
£
£

Due after more than one year

Other debtors
-
72,501


2024
2023
£
£

Due within one year

Amounts owed by group undertakings
2,159,477
2,063,073

Other debtors
66,611
11,423

Prepayments and accrued income
10,009
132,981

2,236,097
2,207,477



12.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
127,447
144,995



13.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
32,776
37,386

Corporation tax
42,858
155,203

Other taxation and social security
14,571
15,895

Other creditors
26,545
34,641

Accruals and deferred income
327,223
497,680

443,973
740,805



14.


Creditors: Amounts falling due after more than one year

2024
2023
£
£

Accruals and deferred income
-
57,007


Page 22

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

15.


Deferred taxation




2024


£






At beginning of year
(6,188)


Charged to profit or loss
5,389



At end of year
(799)

The provision for deferred taxation is made up as follows:

2024
2023
£
£


Accelerated capital allowances
(5,108)
(17,376)

Other
4,309
11,188

(799)
(6,188)


The net deferred tax asset expected to reverse in 2025 is £1,800. This primarily relates to the reversal of timing differences on capital allowances offset by other short term timing differences.
Page 23

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

16.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



100 (2023 - 100) Ordinary shares of £1.00 each
100
100

There is a single class of ordinary shares. There are no restrictions on the distribution of dividends and the repayment of capital.



17.


Reserves

Profit and loss account

The profit and loss reserve represents cumulative profits or losses.


18.


Share-based payments

Share options have been granted by Excalibur Parent, LLC to employees of Xactly Limited under the 2017 Stock Option Plan (The ‘Plan’). The options and incentives in place during the year are detailed below.
Time Based Service Options are granted to employees of Xactly Limited under the Plan. Time Based Service Options vest over 4 years with 25% vesting after 12 months (First Vesting Date) and an additional 6.25% vest at the end of each full three calendar month period after the First Vesting date. 
Time Based Service Options fair values are calculated using the Black-Scholes model (‘BSM’). The BSM requires various judgemental assumptions including volatility, forfeiture rates and expected option life. Excalibur Parent, LLC regularly performs  409a valuation analysis to determine the fair value of common stock.
The movement in share options during the year to 31 January 2024 can be seen in the table below:

Weighted average exercise price $
2024
Number
2024
Weighted average exercise price $
2023
Number
2023

Outstanding at the beginning of the year

0

-

790.30
 
2,629
 
Forfeit during the year

0

-

790.30
 
(1,315)
 
Expired during the year

0

-

790.30
 
(1,314)
 
Outstanding at the end of the year
0

-

0
 
-
 

There were no new grants during the year.



Page 24

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

18.Share-based payments (continued)

Expected volatility is based on comparable entities with publicly traded shares.  The expected term represents the period that share-based awards are expected to be outstanding and the group has elected to use the practical expedient available to private entities to determine the expected term of the options, which consists of taking the midpoint between an option’s vesting date and contractual term. The risk-free rate for the expected term of the option is based on U.S. Treasury yield curve at the date of grant. The group historically did not pay dividends on common stock and there are no plans to issue dividends in the foreseeable future.

 
The share based payments expense for the year is shown below:

2024
2023
£
£


Equity-settled scheme - expense for year
-
61,769


19.


Pension commitments

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost represents the contributions payable by the company to the fund and amounted to £167,805 (2023: £196,015). Contributions totalling £22,263 (2023: £29,055) were payable to the fund at the year end and are included in creditors.


20.


Commitments under operating leases

At 31 January 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
£
£


Not later than 1 year
46,920
290,358

Later than 1 year and not later than 5 years
-
927,279

46,920
1,217,637

During the year the Company entered into a Deed of Surrender with the landlord. Under the deed, a premium of £134,931 was paid with the remaining obligations of £1,101,144 being returned to the landlord.

Page 25

 
XACTLY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

21.


Controlling party

The Company's immediate parent company is Xactly Corporation, a company incorporated in the United States of America. The smallest undertaking for which group accounts that include the Company have been prepared is headed by Xactly Corporation. The registered address of Xactly Corporation is 505 S. Market St., San Jose, CA 95113, United States.
The ultimate parent company is Vista Equity Partners, a company incorporated in the United States of America. The registered office of Vista Equity Partners is 401 Congress Avenue, Suite 3100, Austin, TX 78701, United States. Vista Equity Partners are the largest group for which consolidated accounts are drawn up that include the Company. 
The directors do not consider any one individual to have ultimate control. 
 
Page 26