Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-31false2023-01-01falseNo description of principal activity3934truetrue 10436399 2023-01-01 2023-12-31 10436399 2022-01-01 2022-12-31 10436399 2023-12-31 10436399 2022-12-31 10436399 1 2023-01-01 2023-12-31 10436399 d:Director1 2023-01-01 2023-12-31 10436399 d:Director3 2023-01-01 2023-12-31 10436399 d:RegisteredOffice 2023-01-01 2023-12-31 10436399 c:OfficeEquipment 2023-01-01 2023-12-31 10436399 c:OfficeEquipment 2023-12-31 10436399 c:OfficeEquipment 2022-12-31 10436399 c:OfficeEquipment c:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 10436399 c:ComputerEquipment 2023-01-01 2023-12-31 10436399 c:ComputerEquipment 2023-12-31 10436399 c:ComputerEquipment 2022-12-31 10436399 c:ComputerEquipment c:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 10436399 c:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 10436399 c:DevelopmentCostsCapitalisedDevelopmentExpenditure 2023-12-31 10436399 c:DevelopmentCostsCapitalisedDevelopmentExpenditure 2022-12-31 10436399 c:Goodwill 2023-01-01 2023-12-31 10436399 c:Goodwill 2023-12-31 10436399 c:Goodwill 2022-12-31 10436399 c:CurrentFinancialInstruments 2023-12-31 10436399 c:CurrentFinancialInstruments 2022-12-31 10436399 c:CurrentFinancialInstruments c:WithinOneYear 2023-12-31 10436399 c:CurrentFinancialInstruments c:WithinOneYear 2022-12-31 10436399 c:ShareCapital 2023-12-31 10436399 c:ShareCapital 2022-12-31 10436399 c:SharePremium 2023-12-31 10436399 c:SharePremium 2022-12-31 10436399 c:RetainedEarningsAccumulatedLosses 2023-12-31 10436399 c:RetainedEarningsAccumulatedLosses 2022-12-31 10436399 d:FRS102 2023-01-01 2023-12-31 10436399 d:Audited 2023-01-01 2023-12-31 10436399 d:FullAccounts 2023-01-01 2023-12-31 10436399 d:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 10436399 c:WithinOneYear 2023-12-31 10436399 c:WithinOneYear 2022-12-31 10436399 d:SmallCompaniesRegimeForAccounts 2023-01-01 2023-12-31 10436399 6 2023-01-01 2023-12-31 10436399 e:PoundSterling 2023-01-01 2023-12-31 iso4217:GBP xbrli:pure
Registered number: 10436399 (England and Wales)














ALTERIAN SOFTWARE LIMITED


DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
ALTERIAN SOFTWARE LIMITED
 
 
COMPANY INFORMATION


Directors
R A Hale 
K A Fuller 




Registered number
10436399



Registered office
Birchin Court
5th Floor

19-25 Birchin Lane

London

United Kingdom

EC3V 9DU




Independent auditors
ZEDRA Corporate Reporting Services (UK) Limited





 
ALTERIAN SOFTWARE LIMITED
 

CONTENTS



Page
Balance Sheet
 
1 - 2
Notes to the Financial Statements
 
3 - 11


 
ALTERIAN SOFTWARE LIMITED
REGISTERED NUMBER:10436399

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
£
£

Fixed assets
  

Intangible assets
 5 
-
-

Tangible assets
 6 
19,549
12,021

Investments
 7 
287,845
287,845

  
307,394
299,866

Current assets
  

Debtors: amounts falling due within one year
 8 
2,142,005
3,249,375

Bank and cash balances
  
179,644
285,911

  
2,321,649
3,535,286

Creditors: amounts falling due within one year
 9 
(561,852)
(863,791)

Net current assets
  
 
 
1,759,797
 
 
2,671,495

Total assets less current liabilities
  
2,067,191
2,971,361

  

Net assets
  
2,067,191
2,971,361

Page 1

 
ALTERIAN SOFTWARE LIMITED
REGISTERED NUMBER:10436399
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

2023
2022
£
£

Capital and reserves
  

Called up share capital 
  
101
101

Share premium account
  
1,865,778
1,865,778

Profit and loss account
  
201,312
1,105,482

  
2,067,191
2,971,361


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

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

K A Fuller
Director

Date: 21 October 2024

The notes on pages 3 to 11 form part of these financial statements.
Page 2

 
ALTERIAN SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.Accounting policies

 
1.1

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 Section 1A of 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 judgement in applying the Company's accounting policies (see note 2).

The following principal accounting policies have been applied:

 
1.2

Exemption from preparing consolidated financial statements

The Company, and the group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and group are considered eligible for the exemption to prepare consolidated accounts.

 
1.3

Going concern

The Company is in a net asset position which is primarily as a result of amounts owed by group undertakings arising from the transfer pricing arrangement with Alterian Software LLC, and therefore the Company is reliant on Alterian Software LLC, in order to remain a going concern. 
The directors have considered the ability of Alterian Software LLC to provide this support based upon the anticipated cash flows. Due to the significant level of cash burn and the uncertainty surrounding the key judgements reflected within the cashflow forecasts, this position may cast a material uncertainty over the ability of the parent company to support the Company at the current rate. Despite this, the directors believe the Group have sufficient working capital requirements to support the Company for a minimum of 12 months from the date of approval of these financial statements. For this reason, the directors continue to prepare the financial statements on a going concern basis.

  
1.4

Turnover

Turnover is generated from five main sources:
- Subscription and support turnover, which is comprised of Software-as-a-Service (SaaS) fees from customers accessing the Company's customer experience, campaign management and email management platforms as well as the provision of support.
- Professional services turnover, which is comprised of training, implementation services and other types of professional services.
- Outsourced services turnover, which is comprised of recharges from Alterian Software LLC for the use of Company resources to generate sales for Alterian Software LLC, a fellow subsidiary.
- Royalty turnover, which is comprised of amounts payable for the use of resources by Alterian Software Pty Ltd for administrative, marketing and support purposes.
- Transfer pricing fee income is earned from Alterian Software LLC, a fellow subsidiary.
Direct subscription and support turnover is derived from customers using the Company's customer experience, campaign management and email management platforms through a hosted delivery
Page 3

 
ALTERIAN SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.Accounting policies (continued)

model under a SaaS offering. This stream of turnover is driven primarily by the number of customers, the price of licenses and the level of technical support. All subscription and support fees billed are recognised straight-line over the subscription term. Email overages are recognised as total volumes that exceed contracted amounts.
Professional services turnover is derived primarily from implementation, training and other consulting fees. This turnover is recognised on delivery of the service.
Outsourced services turnover is derived from recharged actual employee costs, with an independently calculated mark up, from Alterian Software LLC.
Royalty turnover is derived by calculating the recharge required to fix the operating profit of Alterian Software Pty Ltd at a fixed margin.
Transfer pricing fee is derived from a cost sharing agreement. 

 
1.5

Foreign currency translation

Functional and presentation currency

The Company'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.

 
1.6

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.

 
1.7

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.

Page 4

 
ALTERIAN SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.Accounting policies (continued)

 
1.8

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the Statement of Comprehensive Income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 
1.9

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.

The estimated useful lives range as follows:

Office equipment
-
3
years
Computer equipment
-
3
years

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.

 
1.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

  
1.11

Share premium

Share premium represents the consideration receivable upon the allotment of share capital in excess of the shares’ par value.

Page 5

 
ALTERIAN SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.Accounting policies (continued)

  
1.12

Share based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the Statement of Comprehensive Income 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.

 
1.13

Debtors

Short term debtors are measured at transaction price, less any impairment. Amounts owed by group undertakings are intercompany loans measured at cost. These loans are unsecured, interest free and repayable on demand.

 
1.14

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions.

 
1.15

Creditors

Short term creditors are measured at the transaction price.

Page 6

 
ALTERIAN SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of financial statements in conformity with FRS 102 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabiliites, income and expenses. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Investment in subsidiary undertakings
At each year end, the directors assess the investments in subsidiary undertakings for indicators of impairment. This requires the use of management judgement and an assessment of the recoverable amounts of the net assets of the subsidiary undertakings, including the values associated with its assets. The assumptions for the recoverable amounts of the investments are subject to change as a result of changing economic conditions and management will continue to make assessments as to whether impairment of these investments is required. 
Share based payments
The Company has a share option scheme in place with share options having been granted to employees historically. However, the only redemption condition for these options is in relation to a Liquidating Distribution. This requires the use of management judgement as to whether an exit event is likely to occur before the expiry of the options.  


3.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified, though the auditor drew attention to note 2.2 to these accounts that indicate the existence of material uncertainty which may cause significant doubt on the Company's ability to continue as a going concern.

The audit report was signed on 28 October 2024 by Nick Whitehead FCCA (Senior Statutory Auditor) on behalf of ZEDRA Corporate Reporting Services (UK) Limited.


4.


Employees

The average monthly number of employees during the year was 39 (2022 - 34).

Page 7

 
ALTERIAN SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Intangible assets




Development expenditure
Goodwill
Total

£
£
£



Cost


At 1 January 2023
269,329
135,013
404,342



At 31 December 2023

269,329
135,013
404,342



Amortisation


At 1 January 2023
269,329
135,013
404,342



At 31 December 2023

269,329
135,013
404,342



Net book value



At 31 December 2023
-
-
-



At 31 December 2022
-
-
-



Page 8

 
ALTERIAN SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

6.


Tangible fixed assets





Office equipment
Computer equipment
Total

£
£
£



Cost or valuation


At 1 January 2023
1,058
288,566
289,624


Additions
-
17,325
17,325



At 31 December 2023

1,058
305,891
306,949



Depreciation


At 1 January 2023
1,058
276,545
277,603


Charge for the year on owned assets
-
9,797
9,797



At 31 December 2023

1,058
286,342
287,400



Net book value



At 31 December 2023
-
19,549
19,549



At 31 December 2022
-
12,021
12,021


7.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
287,845



At 31 December 2023
287,845






Net book value



At 31 December 2023
287,845



At 31 December 2022
287,845

Page 9

 
ALTERIAN SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Debtors

2023
2022
£
£


Trade debtors
1,003
30,187

Amounts owed by group undertakings
1,976,554
2,756,023

Other debtors
90,684
416,428

Prepayments and accrued income
73,764
46,737

2,142,005
3,249,375



9.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
179,718
441,774

Other taxation and social security
74,326
64,891

Other creditors
5,413
4,700

Accruals and deferred income
302,395
352,426

561,852
863,791



10.


Commitments under operating leases

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

2023
2022
£
£


Not later than one year
10,080
60,480

10,080
60,480


11.


Controlling party

Alterian Software Holdings LLC is the parent of the smallest group for which consolidated financial statements are drawn up of which the Company is a member. The registered office of the parent company is 1550 Larimer St., Suite 105, Denver, CO 80202.

Page 10

 
ALTERIAN SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Post balance sheet events

In July 2024, the Directors announced restructuring plans for the Company that would result in a reduction of headcount. The resulting impact on the Company were costs amounting to £61,960. In September 2024, further reductions in headcount were announced. This resulted in further costs amounting to £257,043. Both events are considered to be non-adjusting events.
There were no adjusting or other non-adjusting events occurring between the end of the reporting period and the date these financial statements were approved. 

 
Page 11