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REGISTERED NUMBER: 12329744 (England and Wales)















Financial Statements for the Year Ended 31 January 2024

for

COCKROACH LABS UK LIMITED

COCKROACH LABS UK LIMITED (REGISTERED NUMBER: 12329744)

Contents of the Financial Statements
FOR THE YEAR ENDED 31 JANUARY 2024










Page

Company Information 1

Balance Sheet 2

Notes to the Financial Statements 3


COCKROACH LABS UK LIMITED

Company Information
FOR THE YEAR ENDED 31 JANUARY 2024







DIRECTORS: D Hegwood
S Kimball





REGISTERED OFFICE: 4th Floor, St. James House
St. James Square
Cheltenham
GL50 3PR





REGISTERED NUMBER: 12329744 (England and Wales)





AUDITORS: Zome Audit Limited
5th Floor
111 Charterhouse Street
London
EC1M 6AW

COCKROACH LABS UK LIMITED (REGISTERED NUMBER: 12329744)

Balance Sheet
31 JANUARY 2024

2024 2023
Notes $    $   
CURRENT ASSETS
Debtors 4 3,902,422 2,476,238
Cash at bank 1,166,346 251,741
5,068,768 2,727,979
CREDITORS
Amounts falling due within one year 5 1,318,472 433,058
NET CURRENT ASSETS 3,750,296 2,294,921
TOTAL ASSETS LESS CURRENT
LIABILITIES

3,750,296

2,294,921

CAPITAL AND RESERVES
Called up share capital 1,292 1,292
Revaluation reserve 7 (3,472 ) (3,472 )
Other reserves 7 2,807,935 1,509,847
Retained earnings 7 944,541 787,254
3,750,296 2,294,921

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 30 January 2025 and were signed on its behalf by:





D Hegwood - Director


COCKROACH LABS UK LIMITED (REGISTERED NUMBER: 12329744)

Notes to the Financial Statements
FOR THE YEAR ENDED 31 JANUARY 2024


1. STATUTORY INFORMATION

Cockroach Labs UK Limited is a private company limited by shaers incorporated in England and Wales. The address of its registered address is 5 New Street Square, London, United Kingdom, EC4A 3TW.

The financial statements are presented in US Dollars ($), monetary amounts in these financial statements are rounded to the nearest $.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Revenue
Turnover is derived from recharged expenses to the parent company and is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

COCKROACH LABS UK LIMITED (REGISTERED NUMBER: 12329744)

Notes to the Financial Statements - continued
FOR THE YEAR ENDED 31 JANUARY 2024


2. ACCOUNTING POLICIES - continued

Foreign currencies
Assets and liabilities in foreign currencies are translated into US dollars at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into US dollars at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Going concern
The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for a period of at least twelve months from the date of signing this report.

The Company relied on the continued support from its parent company, Cockroach Labs, Inc. which has confirmed it will continue to provide this for the foreseeable future. On that basis, the directors continue to adopt the going concern basis of accounting in preparing the annual financial statements.

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-marketing 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.

COCKROACH LABS UK LIMITED (REGISTERED NUMBER: 12329744)

Notes to the Financial Statements - continued
FOR THE YEAR ENDED 31 JANUARY 2024


2. ACCOUNTING POLICIES - continued

Debtors
Short term debtors are measured at transaction price, less any impairment.

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.

Creditors

Short term creditors are measured at the transaction price.

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.

Pension costs and other post-retirement benefits

The Company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 46 (2023 - 35 ) .

4. DEBTORS
2024 2023
$    $   
Amounts falling due within one year:
Amounts owed by group undertakings 3,403,946 2,190,285
Deposits 56,486 55,684
VAT 109,652 -
Prepayments and accrued income 190,838 230,269
3,760,922 2,476,238

Amounts falling due after more than one year:
Other debtors 141,500 -

Aggregate amounts 3,902,422 2,476,238

COCKROACH LABS UK LIMITED (REGISTERED NUMBER: 12329744)

Notes to the Financial Statements - continued
FOR THE YEAR ENDED 31 JANUARY 2024


5. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
$    $   
Corporation tax 408,202 389,546
Social security and other taxes 50,188 -
Accruals and deferred income 860,082 43,512
1,318,472 433,058

6. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2024 2023
$    $   
Within one year 797,544 132,751
Between one and five years 777,574 -
1,575,118 132,751

7. RESERVES
Retained Revaluation Other
earnings reserve reserves Totals
$    $    $    $   

At 1 February 2023 787,254 (3,472 ) 1,509,847 2,293,629
Profit for the year 157,287 157,287
Share based payment - - 1,298,088 1,298,088
At 31 January 2024 944,541 (3,472 ) 2,807,935 3,749,004

Retained earnings - represents accumulated profits and losses net of distribution to owners.

Other reserves - represents capital contributions in connection with the recharged share-based payment expenses from Cockroach Labs Inc to employees of Cockroach Labs UK Limited.

8. DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Roy Davis FCA (Senior Statutory Auditor)
for and on behalf of Zome Audit Limited

COCKROACH LABS UK LIMITED (REGISTERED NUMBER: 12329744)

Notes to the Financial Statements - continued
FOR THE YEAR ENDED 31 JANUARY 2024


9. PENSION COMMITMENTS

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to $169,128 (2023: $0). Contributions totalling $55,295 (2023: $23,265 ) were payable to the fund at the reporting date and are included in creditors.

10. ULTIMATE CONTROLLING PARTY

The smallest group for which consolidated financial statements are drawn up is headed by Cockroach Labs, Inc. whose registered office is 251 Little Falls Drive Wilmington, DE 19808.

11. SHARE-BASED PAYMENT TRANSACTIONS

The company has taken the exemption provided in FRS 102 Section 1.12D not to disclose details of share-based payment arrangements concerning equity instruments of another group entity.