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Registered number: 12235678









POSTDOT TECHNOLOGIES UK LTD









FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2023

 
POSTDOT TECHNOLOGIES UK LTD
REGISTERED NUMBER: 12235678

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 4 
8,640
15,878

  
8,640
15,878

Current assets
  

Debtors: amounts falling due within one year
 5 
2,473,932
1,498,269

Cash at bank and in hand
 6 
1,077,856
451,499

  
3,551,788
1,949,768

Creditors: amounts falling due within one year
 7 
(989,904)
(846,495)

Net current assets
  
 
 
2,561,884
 
 
1,103,273

Total assets less current liabilities
  
2,570,524
1,119,151

  

Net assets
  
2,570,524
1,119,151


Capital and reserves
  

Called up share capital 
 8 
1
1

Profit and loss account
 9 
2,570,523
1,119,150

  
2,570,524
1,119,151


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: 




A Prasad
Director

Date: 12 March 2025

The notes on pages 3 to 11 form part of these financial statements.
Page 1
 

 
POSTDOT TECHNOLOGIES UK LTD


 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023



Called up share capital
Other reserves
Profit and loss account
Total equity


£
£
£
£



At 1 January 2022
1
-
224,020
224,021



Comprehensive income for the year


Profit for the year
-
-
218,652
218,652


Transfer to/from profit and loss account
-
-
676,478
676,478


Transfer to profit and loss account
-
(676,478)
-
(676,478)


Share option charge
-
676,478
-
676,478





At 1 January 2023
1
-
1,119,150
1,119,151



Comprehensive income for the year


Profit for the year
-
-
314,358
314,358


Transfer to/from profit and loss account
-
-
1,137,015
1,137,015


Transfer to profit and loss account
-
(1,137,015)
-
(1,137,015)


Share option charge
-
1,137,015
-
1,137,015



At 31 December 2023
1
-
2,570,523
2,570,524



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

Page 2
 
POSTDOT TECHNOLOGIES UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

The principal activity of PostDot Technologies UK Limited ("the Company") during the period was that of software development.
The Company is a private company limited by shares and is incorporated in England and Wales.
The Registered Office address is 35 Ballards Lane, London, N3 1XW.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements have been prepared on the going concern basis which assumes that the Company will continue to trade for the foreseeable future, being a period of at least twelve months from the date of approval of these financial statements, and will be able to meet its debts as they fall due.
The directors are confident that they will be able to obtain additional funding from the parent company during the next twelve months if necessary. 
Based on all the above, the directors believe that the Company has adequate resources to continue in operational existence for the foreseeable future and that it is appropriate to continue to use the going concern basis for the preparation of these financial statements.

Page 3

 
POSTDOT TECHNOLOGIES UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

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 except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 4

 
POSTDOT TECHNOLOGIES UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.6

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.7

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.

 
2.8

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.

 
2.9

Taxation

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.

Page 5

 
POSTDOT TECHNOLOGIES UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.10

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:

Computer equipment
-
33%

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.

 
2.11

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.

 
2.12

Financial instruments

The Company only enters into basic financial instruments and transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties and loans to and from related parties.
(i) Financial assets
Basic financial assets, including trade and other debtors, and amounts due from related companies, are initially recognised at transaction price, 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.
Such assets are subsequently carried at amortised cost using the effective interest method. At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the Statement of Income and Retained Earnings.
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
 
Page 6

 
POSTDOT TECHNOLOGIES UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.12
Financial instruments (continued)


(ii) Financial liabilities
Basic financial liabilities, including trade and other creditors and accruals, 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 receipts discounted at a market rate of interest.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors 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 using the effective interest method.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
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.


3.


Employees

The average monthly number of employees, including directors, during the year was 101 (2022 - 86).

Page 7

 
POSTDOT TECHNOLOGIES UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Tangible fixed assets





Computer equipment

£



Cost


At 1 January 2023
21,716



At 31 December 2023

21,716



Depreciation


At 1 January 2023
5,837


Charge for the year on owned assets
7,239



At 31 December 2023

13,076



Net book value



At 31 December 2023
8,640



At 31 December 2022
15,879


5.


Debtors

2023
2022
£
£


Amounts owed by group undertakings
2,126,088
1,076,994

Other debtors
45,685
33,758

Prepayments and accrued income
302,159
387,517

2,473,932
1,498,269



6.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
1,077,856
451,499

1,077,856
451,499


Page 8

 
POSTDOT TECHNOLOGIES UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

7.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
15,594
35,512

Corporation tax
650,587
254,384

Other taxation and social security
190,916
357,129

Other creditors
28,350
27,126

Accruals and deferred income
104,457
172,344

989,904
846,495


Page 9

 
POSTDOT TECHNOLOGIES UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



1 (2022 - 1) Ordinary share of £1.00
1
1



9.


Reserves

Other reserves

Other reserves arise from the charge for share-based payments. The options issued are for shares in the ultimate parent company.


10.


Share-based payments

During the period ended 31 December 2023, the company had share-based payment arrangements, which are described below

Weighted average exercise
price
2023
Number
2023
Weighted average exercise 
price
2022
Number
2022

Outstanding at the beginning of the year $

3.85

2,297,381

2.25
 
957,640
 
Granted during the year $

5.56

479,614

4.93
 
1,339,741
 
Outstanding at the end of the year
4.47

2,776,995

3.85
 
2,297,381
 


The ultimate parent company, Postman Inc, has an equity-settled share option scheme for all employees of the Group. Options are exercisable at a price equal to the agreed valuation for the Postman Inc group.
The options granted have a one year cliff and monthly thereafter vesting schedule. Options are forfeited if the employee leaves the Group before the options vest.
During the year the existing share options granted were reissued with a  4:1 forward split, resulting in a large increase in the number of share options. The fair value of the share options remains unchanged, and therefore the charge for prior periods is not impacted. 
At the reporting date there were 2,776,995 exercisable options outstanding which had a weighted average exercise price of $3.49 and a remaining contractual life of 8 years. The charge in the period was £1 088.860 (2022: £676,478).
Under the fair value based method, the fair value of each option award is estimated on the date of the grant using the Black-Scholes option pricing model. The Black-Scholes model uses several assumptions to value an option. For options issued during 2023, the ultimate parent company's assumptions at the grant date for purposes of the Black-Scholes calculations are as follows:

Page 10

 
POSTDOT TECHNOLOGIES UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.Share-based payments (continued)

2023
2022

Weighted average share price $


4.47

3.85
 
Expected volatility


63.78

73.54
 
Expected dividend growth rate


0

0
 
Risk-free interest rate


4.75

3.05
 



11.


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. Contributions totalling £28,350 (2022: £27,146) were payable to the fund at the balance sheet date and are included in creditors.


12.


Related party transactions

Where possible the company has taken advantage of the exemption conferred by section 33.1A of FRS
102 from the requirement to disclose transactions with other wholly owned group undertakings.


13.


Ultimate Parent Company

The parent company is Postman Inc, a company incorporated in Delaware in the United States of America. There is no overall controlling party. 
The consolidated accounts are not publicly available.

14.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified.

The audit report was signed on 25 March 2025 by Ian Saunderson (Senior Statutory Auditor) on behalf of BKL Audit LLP.

 
Page 11