Red Eye International Limited
Company Registration No. 04035064 (England And Wales)
Unaudited Financial Statements
Year Ended 31 March 2024
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 11
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
3
86,409
208,894
Tangible assets
4
167,097
207,198
253,506
416,092
Current assets
Debtors
5
1,184,654
1,425,086
Cash at bank and in hand
1,422,996
1,974,360
2,607,650
3,399,446
Creditors: amounts falling due within one year
6
(624,843)
(1,429,669)
Net current assets
1,982,807
1,969,777
Net assets
2,236,313
2,385,869
Capital and reserves
Called up share capital
8
6,000,000
5,197,495
Share premium account
6,296,561
6,296,561
Profit and loss reserves
(10,060,248)
(9,108,187)
Total equity
2,236,313
2,385,869
The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true
For the financial year ended 31 March 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The director acknowledges his responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
BALANCE SHEET (CONTINUED)
AS AT
31 MARCH 2024
31 March 2024
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 19 November 2024 and are signed on its behalf by:
L Chadwick
Director
Company registration number 04035064 (England and Wales)
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -
1
Accounting policies
Company information
Red Eye International Limited is a private company limited by shares incorporated in England and Wales. The registered office is 3 The Billings, Walnut Tree Close, Guildford, Surrey, England, GU1 4UL.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The financial statements have been prepared on a going concern basis which assumes the company will have sufficient resources to meet liabilities as they fall due for the foreseeable future. In making this assessment the directors consider the company has a net assets and positive cash position.true
The majority shareholder has committed to continuing to support the company.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.4
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is not capitalised if the technical, commercial and financial feasibility cannot be demonstrated.
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 4 -
1.5
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 20 years.
1.6
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
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 to administrative expenses.
The expected useful economic life of development costs are estimated based on business plans which set out the development plan and time to market for the associated project.
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.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
Straight line over 3 to 6 years
Development costs
Straight line over 3 to 6 years
1.7
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Computers
33% on cost
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.8
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 5 -
Recoverable amount is the higher of fair value less costs to sell and value in use.
1.9
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.10
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's 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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost.
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 6 -
Other financial liabilities
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value though profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
1.11
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.12
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 7 -
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
Share-based payments
For cash-settled share-based payments, a liability is recognised for the goods and services acquired, measured initially at the fair value of the liability. At the balance sheet date until the liability is settled, and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognised in profit or loss for the year.
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.
Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.
1.16
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 8 -
1.17
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
1.18
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
90
95
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 9 -
3
Intangible fixed assets
Goodwill
Software
Development costs
Total
£
£
£
£
Cost
At 1 April 2023 and 31 March 2024
3,088,763
312,865
2,690,388
6,092,016
Amortisation and impairment
At 1 April 2023
3,043,838
148,899
2,690,385
5,883,122
Amortisation charged for the year
22,464
100,018
3
122,485
At 31 March 2024
3,066,302
248,917
2,690,388
6,005,607
Carrying amount
At 31 March 2024
22,461
63,948
86,409
At 31 March 2023
44,925
163,966
3
208,894
4
Tangible fixed assets
Computers
£
Cost
At 1 April 2023
3,008,817
Additions
98,601
At 31 March 2024
3,107,418
Depreciation and impairment
At 1 April 2023
2,801,619
Depreciation charged in the year
138,702
At 31 March 2024
2,940,321
Carrying amount
At 31 March 2024
167,097
At 31 March 2023
207,198
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 10 -
5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
598,379
737,885
Corporation tax recoverable
118,806
221,257
Other debtors
467,469
465,944
1,184,654
1,425,086
6
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
105,369
390,350
Taxation and social security
307,689
389,592
Other creditors
211,785
649,727
624,843
1,429,669
7
Share-based payment transactions
Liabilities and expenses
The Company has two share option plans for the directors and senior employees. At the end of the year 575,000 (2023 - 787,500) options were outstanding with exercise prices of 20p and exercise periods ending between 2025 and 2031. The schemes involved a total of 18 (2023 - 22) employees by the end of the year. On 31 March 2024 the company issued 8,025,051 new ordinary shares of 10p each at 10p for total consideration of £802,505.
8
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 10p each
60,000,000
51,974,949
6,000,000
5,197,495
On 25 March 2024 the company issued 8,025,051 ordinary shares of 10p each at 15p for total consideration of £802,505
RED EYE INTERNATIONAL LIMITED
Red Eye International Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 11 -
9
Security
HSBC Bank plc holds a debenture dated 27 September 2006 including fixed charge over all present and future assets of the company.
The company does not have a borrowing position with HSBC Bank plc.
10
Parent company
In the directors' opinion the company was under the control of Mr B Fenwick-Smith by virtue of his majority shareholding in the company. With effect from 1 August 2024 the company was acquired by Spotler Holdings Limited. With effect from this date, Spotler Holdings Limited is the parent company.