Company registration number 12556681 (England and Wales)
NEXGEN CLOUD LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
PAGES FOR FILING WITH REGISTRAR
NEXGEN CLOUD LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 8
NEXGEN CLOUD LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2023
31 December 2023
- 1 -
2023
2022
Notes
$
$
$
$
Non-current assets
Intangible assets
4
23,494
186,748
Property, plant and equipment
5
5,158,599
4,587,444
Investments
6
4,180,734
9,143,953
9,362,827
13,918,145
Current assets
Inventories
11,156,170
953,250
Trade and other receivables falling due after more than one year
7
2,487,721
Trade and other receivables falling due within one year
7
9,020,916
1,954,619
Cash and cash equivalents
12,119,875
767,741
34,784,682
3,675,610
Current liabilities
8
(16,528,378)
(2,069,707)
Net current assets
18,256,304
1,605,903
Net assets
27,619,131
15,524,048
Equity
Called up share capital
1,543
1,287
Share premium account
32,340,124
16,062,811
Retained earnings
(4,722,536)
(540,050)
Total equity
27,619,131
15,524,048
The directors of the company have elected not to include a copy of the income statement within the financial statements.true
For the financial year ended 31 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their 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.
The financial statements were approved by the board of directors and authorised for issue on 2 January 2025 and are signed on its behalf by:
C Starkey
Director
Company registration number 12556681 (England and Wales)
NEXGEN CLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
1
Accounting policies
Company information
NexGen Cloud Limited is a private company limited by shares incorporated in England and Wales. The registered office is Salisbury HouseLondon Wall, London, United Kingdom, EC2M 5PS.
1.1
Reporting period
The period covered by these financial statements is the year from 1 January 2023 to 31 December 2023, while the comparative figures cover the period 1 April 2022 to 31 December 2022 so are not entirely comparable. The decision to shorten the previous accounting period was made for commercial reasons.
1.2
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 US dollars, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest $.
The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.3
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.4
Revenue
Revenue 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.
The company has multiple revenue streams:
Revenue from the sale of computer equipment is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably
Revenue from the provision of data centre hosting services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract.
Revenue from cryptocurrency mining is recognised at the fair value of the consideration received.
NEXGEN CLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 3 -
1.5
Other intangible fixed assets
Intangible assets represent the company's holding in cryptocurrency.
Cryptocurrencies are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date. Changes in fair value are recognised in the income statement. Transaction costs are expensed to the income statement as incurred.
The gain or loss arising on the disposal of an intangible asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to the income statement.
1.6
Property, plant and equipment
Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Plant and equipment
20% Straight Line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to the income statement.
1.7
Non-current investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in the income statement.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.8
Inventories
Inventories are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition.
Inventories held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of inventories over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in the income statement.
1.9
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
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.
NEXGEN CLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 4 -
Basic financial assets
Basic financial assets, which include trade and other receivables and cash and bank balances, and loans to fellow group companies are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including trade and other payables, and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade payables 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.10
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
NEXGEN CLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 5 -
1.11
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense.
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.
1.12
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.13
Foreign exchange
Transactions in currencies other than US dollars 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
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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 accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Total
1
NEXGEN CLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
4
Intangible fixed assets
Other
$
Cost
At 1 January 2023
186,748
Additions
175,954
Disposals
(370,546)
Revaluation
31,338
At 31 December 2023
23,494
Carrying amount
At 31 December 2023
23,494
At 31 December 2022
186,748
5
Property, plant and equipment
Plant and machinery etc
$
Cost
At 1 January 2023
5,664,094
Additions
1,935,289
At 31 December 2023
7,599,383
Depreciation and impairment
At 1 January 2023
1,076,650
Depreciation charged in the year
1,364,134
At 31 December 2023
2,440,784
Carrying amount
At 31 December 2023
5,158,599
At 31 December 2022
4,587,444
6
Fixed asset investments
2023
2022
$
$
Shares in group undertakings and participating interests
4,117,551
9,143,953
Other investments
63,183
4,180,734
9,143,953
NEXGEN CLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
6
Fixed asset investments
(Continued)
- 7 -
Movements in non-current investments
Shares in subsidiaries
Other investments
Total
$
$
$
Cost or valuation
At 1 January 2023
9,143,953
-
9,143,953
Additions
273,951
63,183
337,134
At 31 December 2023
9,417,904
63,183
9,481,087
Impairment
At 1 January 2023
-
-
-
Impairment losses
5,300,353
-
5,300,353
At 31 December 2023
5,300,353
-
5,300,353
Carrying amount
At 31 December 2023
4,117,551
63,183
4,180,734
At 31 December 2022
9,143,953
-
9,143,953
During the year, the company issued 228 A Ordinary shares at a value of $220,000 in exchange for shares in NGVP Cloud FIL SPV 1 Ltd.
7
Trade and other receivables
2023
2022
$
$
Amounts falling due within one year:
Trade receivables
3,067,546
331,889
Amounts owed by group undertakings
979,474
348,466
Other receivables
4,973,896
1,274,264
9,020,916
1,954,619
2023
2022
Amounts falling due after more than one year:
$
$
Other receivables
2,487,721
Total debtors
11,508,637
1,954,619
NEXGEN CLOUD LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
8
Current liabilities
2023
2022
$
$
Trade payables
11,607,141
179,759
Amounts owed to group undertakings
220,056
234,188
Taxation and social security
68,737
Other payables
4,632,444
1,655,760
16,528,378
2,069,707
9
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2023
2022
$
$
38,949,147
10
Related party transactions
As at 31 December 2023, the company owed Nexgen Cloud SL $11,971 (2022: $124,630). This company is under the control of Mr C Starkey, one of the directors.