Company registration number 08217462 (England and Wales)
TEALIUM LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
TEALIUM LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 7
Profit and loss account
8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Statement of cash flows
12
Notes to the financial statements
13 - 27
TEALIUM LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present the strategic report for the year ended 31 December 2024.

Principal activity

The principal activity of the company continued to be that of the provision of sales representative services to the parent company.

Principal risks and uncertainties

The key business risks and uncertainties affecting the business are considered to relate to competition, suppliers, the economic environment, exchange differences and staff retention.

 

Fluctuations in currency markets can impact both the top and bottom line in the Profit and Loss Account; most notably the Euro against Pound Sterling.

Review of the business

The results for the year are set out on page 8.

 

The company is a cost plus company. The turnover for the 2024 year has been calculated on a cost plus arrangement of 5% (2023: 5%).

 

The company is financially secure and in a good position to take advantage of any opportunities which may arise in the future.

Key performance indicators

The board monitors the progress of the company by reference to the following financial and non-financial key performance indicators: sales achieved for group companies, costs, success on contract bids, new revenue generated from new and existing customers, customer satisfaction, and employee retention.

Going concern

At 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. Therefore, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

 

The company provides sales and marketing services for its overseas parent and operates under a transfer pricing agreement (TPA). The ability of the company to operate as a going concern is dependent upon its parent company settling liabilities arising under the TPA in accordance with the terms of that agreement.

On behalf of the board

D S Lindroth
Director
27 March 2025
TEALIUM LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

D S Lindroth
P C Maynard
Post reporting date events

There have been no significant events that have occurred after the balance sheet date at the date of signing of this report.

Future developments

The directors aim to maintain the management policies which have resulted in the company's performance and growth over the years.

Auditor

Gravita Audit Oxford LLP were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
D S Lindroth
Director
27 March 2025
TEALIUM LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

TEALIUM LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF TEALIUM LIMITED
- 4 -
Opinion

We have audited the financial statements of Tealium Limited (the 'company') for the year ended 31 December 2024 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the entity’s ability to continue as a going concern for a period of at least 12 months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

 

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

TEALIUM LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF TEALIUM LIMITED
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report and the directors' report.

 

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

TEALIUM LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF TEALIUM LIMITED
- 6 -
Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

 

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

 

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

 

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

 

To address the risk of fraud through management bias and override of controls, we:

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

 

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

TEALIUM LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF TEALIUM LIMITED
- 7 -

Use of our report

This report is made solely to the company's member in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's member those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's member for our audit work, for this report, or for the opinions we have formed.

Katherine Wilkes (Senior Statutory Auditor)
for and on behalf of Gravita Audit Oxford LLP
4 April 2025
Statutory Auditor
First Floor
Park Central
40-41 Park End Street
Oxford
OX1 1JD
TEALIUM LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
16,434,159
18,563,512
Cost of sales
(2,548,745)
(2,476,056)
Gross profit
13,885,414
16,087,456
Administrative expenses
(13,653,390)
(16,060,187)
Operating profit
4
232,024
27,269
Interest receivable and similar income
8
-
0
3,311
Interest payable and similar expenses
9
(25,427)
-
0
Profit before taxation
206,597
30,580
Tax on profit
10
(450,173)
(467,627)
Loss for the financial year
(243,576)
(437,047)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

TEALIUM LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
2024
2023
£
£
Loss for the year
(243,576)
(437,047)
Other comprehensive income
-
-
Total comprehensive income for the year
(243,576)
(437,047)
TEALIUM LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
11
92,879
75,418
Current assets
Debtors falling due after more than one year
13
-
0
56,160
Debtors falling due within one year
13
5,696,261
6,803,368
Cash at bank and in hand
1,513,419
1,196,964
7,209,680
8,056,492
Creditors: amounts falling due within one year
14
(2,401,669)
(3,637,744)
Net current assets
4,808,011
4,418,748
Total assets less current liabilities
4,900,890
4,494,166
Creditors: amounts falling due after more than one year
15
(179,422)
(113,621)
Net assets
4,721,468
4,380,545
Capital and reserves
Called up share capital
19
100
100
Other reserves
21
3,668,467
3,062,814
Profit and loss reserves
22
1,052,901
1,317,631
Total equity
4,721,468
4,380,545
The financial statements were approved by the board of directors and authorised for issue on 27 March 2025 and are signed on its behalf by:
D S Lindroth
Director
Company Registration No. 08217462
TEALIUM LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
Share capital
Other reserves
Profit and loss reserves
Total
£
£
£
£
Balance at 1 January 2023
100
2,278,410
1,676,289
3,954,799
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
-
(437,047)
(437,047)
Share based payments
-
862,793
-
0
862,793
Deferred tax on share based payments
-
(78,389)
78,389
-
Balance at 31 December 2023
100
3,062,814
1,317,631
4,380,545
Year ended 31 December 2024:
Loss and total comprehensive income for the year
-
-
(243,576)
(243,576)
Share based payments
-
584,499
-
0
584,499
Deferred tax on share based payments
-
21,154
(21,154)
-
Balance at 31 December 2024
100
3,668,467
1,052,901
4,721,468
TEALIUM LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
28
1,279,403
(387,585)
Interest paid
(25,427)
-
0
Income taxes (paid)/refunded
(872,586)
30,538
Net cash inflow/(outflow) from operating activities
381,390
(357,047)
Investing activities
Purchase of tangible fixed assets
(64,935)
(42,326)
Proceeds on disposal of tangible fixed assets
-
0
2,850
Interest received
-
0
3,311
Net cash used in investing activities
(64,935)
(36,165)
Net increase/(decrease) in cash and cash equivalents
316,455
(393,212)
Cash and cash equivalents at beginning of year
1,196,964
1,590,176
Cash and cash equivalents at end of year
1,513,419
1,196,964
TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
1
Accounting policies
Company information

Tealium Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 2, Minton Place, Victoria Road, Bicester, Oxfordshire, United Kingdom, OX26 6QB. The principal place of business is Part 2nd Floor, The Pinnacle, Reading, Berkshire, RG1 1NH.

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.

The financial statements are prepared in sterling. 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

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. Therefore, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

 

The company provides sales and marketing services for its overseas parent and operates under a transfer pricing agreement (TPA). The ability of the company to operate as a going concern is dependent upon its parent company settling liabilities arising under the TPA in accordance with the terms of that agreement.

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.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

The turnover figure represented in the profit and loss account is intercompany revenue based on a cost plus service agreement with the company's parent, and is recognised at cost plus 5% (2023: 5%).

1.4
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:

Leasehold improvements
3 years straight line
Fixtures and fittings
2 and 5 years straight line
Computers
3 years 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 profit or loss.

TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.5
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

1.6
Cash at bank and in hand

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.

1.7
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 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.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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 profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 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 using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

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 through 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.8
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.

1.9
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
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, 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.

1.10
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.

1.11
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.12
Share based payments

The company participates in a share based payment arrangement granted to its employees and certain consultants by its parent company Tealium Inc. The company has elected to recognise and measure its share based payment expense on the basis of a reasonable allocation of the expense for the group recognised in its consolidated accounts. The directors consider the number of unvested options granted to the company’s employees and consultants compared to the total unvested options granted under the group plan to be a reasonable basis for allocating the expense.

 

For share based payments the company has elected to take a transition exemption which was available to small companies (which was applicable to the company at that time). Therefore, the fair value adjustments for share based payments are only recognised for grants which occurred after 31st December 2015, the last reporting year under old UK GAAP.

1.13
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 leased asset are consumed.

TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.14
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
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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Share based payments

The charge recognised in relation to share-based payments granted to employees and certain consultants, is recognised based on the fair value of the award at grant date as an expense over the period when the awards are expected to vest. The fair value at grant date is measured based on the market value of equity issued by the parent company. The charge is adjusted based on the probability of the options being exercised. The fair value at grant date is not subsequently adjusted. However, the expense is adjusted for the number of awards that are expected to vest.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by geographical market
United States of America
16,434,159
18,563,512
2024
2023
£
£
Other revenue
Interest income
-
3,311
TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
4
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange (gains)/losses
(6,111)
34,998
Depreciation of owned tangible fixed assets
47,474
48,407
Profit on disposal of tangible fixed assets
-
(2,850)
Share-based payments
584,499
862,793
Operating lease charges
423,243
359,220

Exchange differences recognised in profit or loss during the year, except for those arising on financial instruments measured at fair value through profit or loss, amounted to £(6,111) (2023: £34,998).

5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
11,000
10,000
6
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Sales
81
87
Engineers
18
20
Management
2
2
101
109

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
10,229,249
11,377,172
Social security costs
1,863,667
1,883,907
Pension costs
386,781
434,371
12,479,697
13,695,450

Redundancy payments made and committed to in the year amounted to £301,057 (2023: £349,502). At the balance sheet date £121,508 of this amount had been paid, the remainder is included in creditors as provisions. In the prior period all amounts were included as provisions.

TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 19 -
7
Directors' remuneration

The current directors of Tealium Limited are also the directors or officers of a number of other group companies. As such, these directors' services to the company are incidental to their duties as directors and officers of those other group companies. Therefore, there is no remuneration to be disclosed for these directors for the current and comparative years in the financial statements of the company, the portion of directors' time spent on services to the company is not considered significant.

8
Interest receivable and similar income
2024
2023
£
£
Interest income
Other interest income
-
0
3,311
9
Interest payable and similar expenses
2024
2023
£
£
Other finance costs:
Other interest
25,427
-
0
TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
295,509
571,212
Adjustments in respect of prior periods
419
-
0
Other taxes
3,536
-
0
Total current tax
299,464
571,212
Deferred tax
Origination and reversal of timing differences
150,709
(103,585)
Total tax charge
450,173
467,627

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
206,597
30,580
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
51,649
7,645
Tax effect of expenses that are not deductible in determining taxable profit
124,135
68,354
Change in unrecognised deferred tax assets
(2,102)
(7,241)
Effect of change in corporation tax rate
-
0
(35,956)
Tax relief on share options
-
0
(74,960)
Share based payment charge
272,536
509,785
Under/(over) provided in prior years
419
-
0
Stamp duty charged
3,536
-
0
Taxation charge for the year
450,173
467,627
TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
11
Tangible fixed assets
Leasehold improvements
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 January 2024
88,981
164,116
340,856
593,953
Additions
-
0
27,187
37,748
64,935
At 31 December 2024
88,981
191,303
378,604
658,888
Depreciation and impairment
At 1 January 2024
88,981
159,989
269,565
518,535
Depreciation charged in the year
-
0
2,710
44,764
47,474
At 31 December 2024
88,981
162,699
314,329
566,009
Carrying amount
At 31 December 2024
-
0
28,604
64,275
92,879
At 31 December 2023
-
0
4,127
71,291
75,418
12
Financial instruments
2024
2023
£
£
Carrying amount of financial assets
Debt instruments measured at amortised cost
5,039,669
6,316,972
Carrying amount of financial liabilities
Measured at amortised cost
1,917,617
2,563,126
TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
13
Debtors
2024
2023
Amounts falling due within one year:
£
£
Corporation tax recoverable
8,348
-
0
Amounts owed by group undertakings
4,834,036
6,219,578
Other debtors
307,237
95,037
Prepayments and accrued income
366,662
158,066
5,516,283
6,472,681
Deferred tax asset (note 16)
179,978
330,687
5,696,261
6,803,368
2024
2023
Amounts falling due after more than one year:
£
£
Other debtors
-
0
56,160
Total debtors
5,696,261
6,859,528
14
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Trade creditors
159,906
129,031
Corporation tax
-
0
564,774
Other taxation and social security
532,415
466,895
Deferred income
17
131,059
156,570
Other creditors
32,755
10,538
Accruals
1,545,534
2,309,936
2,401,669
3,637,744
15
Creditors: amounts falling due after more than one year
2024
2023
£
£
Other creditors
35,971
-
0
Accruals and deferred income
143,451
113,621
179,422
113,621
TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
16
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Assets
Assets
2024
2023
Balances:
£
£
Accelerated capital allowances
(23,220)
(18,855)
Retirement benefit obligations
7,575
5,473
Share based payments
75,952
54,798
Unpaid remuneration
119,671
289,271
179,978
330,687
2024
Movements in the year:
£
Asset at 1 January 2024
(330,687)
Charge to profit or loss
150,709
Asset at 31 December 2024
(179,978)

£116,354 (2023: £286,056 ) of the deferred tax asset set out above is expected to reverse within the next 12 months and relates to accelerated capital allowances, unpaid remuneration and retirement benefit obligations that are expected to mature within the same period.

17
Deferred income
2024
2023
£
£
Other deferred income
131,059
156,570
18
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
386,781
434,371

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

As at the balance sheet date, the company had an unpaid pension creditor of £61,691 (2023: £45,831).

TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
19
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100

The company has one class of ordinary shares which carry no right to fixed income.

20
Share-based payment transactions

The parent company, Tealium Inc., operates a stock option plan for its worldwide employees and certain consultants including those of Tealium Limited.  During the year Tealium Inc. gifted share based payment expenses totalling £584,499, (2023: £862,793) to Tealium Limited. 

The share option plan is an equity settled plan over the common shares of the parent company.  The options are available to the employees and certain consultants of Tealium Inc and its subsidiaries.  The option may only be exercised by employees who remain employed by the group and consultants still providing services to the group. The option will terminate in the event of the employees leaving employment, death or termination for cause and the consultants ceasing to provide services to the group.

25% of the options will vest after 12 months, and then 1/48th of the original number of shares subject to the option shall vest on the last day of each one-month period.

In the case of refresher options granted in the year, the options will vest and become exercisable over a four-year period, with 1/48th of the original number of options vesting on the last day of each one-month period of the option holder's continued employment or service with the company. Therefore all of these options shall be vested on the fourth anniversary of the vesting commencement date.

 

The maximum term of the options granted is 10 years.

Number of share options
Weighted average exercise price
2024
2023
2024
2023
Number
Number
$
$
Outstanding at 1 January 2024
1,708,762
1,725,665
5.29
4.95
Granted
372,764
522,727
5.95
5.98
Forfeited
(65,520)
(346,898)
5.91
6.38
Exercised
-
0
(190,832)
-
0
2.27
Transfers (to) / from group companies
-
0
1,950
-
0
0.87
Expired
-
(3,850)
-
0.87
Outstanding at 31 December 2024
2,016,006
1,708,762
5.39
5.29
Exercisable at 31 December 2024
1,341,359
1,021,031
5.02
4.59

The weighted average share price at the date of exercise for share options exercised during the year was $nil (2023: $3.35).

The options outstanding at 31 December 2024 had an exercise price ranging from $1.65 to $7.30, (2023: $1.65 to $7.30) and a remaining contractual life of 9.83 years (2023: 9.84 years).

TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
20
Share-based payment transactions
(Continued)
- 25 -

The weighted average fair value of options granted in the year was determined using the Black-Scholes option pricing model. The Black-Scholes model is considered to apply the most appropriate valuation method due to the relatively short contractual lives of the options and the requirement to exercise within a short period after the employee becomes entitled to the shares (the “vesting date”).

 

The expected life used in the model has been adjusted, based on management’s best estimate, for the effect of non-transferability, exercise restrictions, and behavioural considerations.

 

Non-vesting conditions and market conditions are taken into account when estimating the fair value of the option at grant date. Service conditions and non-market performance conditions are taken into account by adjusting the number of options expected to vest at each reporting date.

Inputs were as follows:
2024
2023
Weighted average share price
3.23
3.34
Weighted average exercise price
5.95
5.98
Expected volatility
45.55
49.02
Expected life
6.25
6.24
Risk free rate
4.06
4.04
Liabilities and expenses

During the year, the company recognised total share based payment expenses of £584,499 (2023: £862,793) which related to equity settled share based payment transactions.

21
Other reserves - capital contribution reserve
£
At 1 January 2023
2,278,410
Additions
862,793
Deferred tax
(78,389)
At 31 December 2023
3,062,814
Additions
584,499
Deferred tax
21,154
At 31 December 2024
3,668,467
TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 26 -
22
Profit and loss reserves
2024
2023
£
£
At the beginning of the year
1,317,631
1,676,289
Loss for the year
(243,576)
(437,047)
Share based payment transactions - deferred tax
(21,154)
78,389
At the end of the year
1,052,901
1,317,631
23
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£
£
Within one year
319,009
389,925
Between two and five years
188,630
228,499
507,639
618,424
24
Events after the reporting date

There were no significant events after the Balance Sheet date.

25
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2024
2023
£
£
Aggregate compensation
364,711
624,171
Other information

The company has taken advantage of the exemption available per paragraph 33.1A of FRS 102 whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary undertaking of the group.

26
Controlling party

During the year the parent company was Tealium Inc, by virtue of their 100% shareholding.

 

Tealium Limited is included within the consolidated accounts of Tealium Inc.

 

Tealium Inc. is a company registered in the U.S.A, the registered address is:11095 Torreyana Road, San Diego, CA92121.

TEALIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 27 -
27
Analysis of changes in net funds
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
1,196,964
316,455
1,513,419
28
Cash generated from/(absorbed by) operations
2024
2023
£
£
Loss for the year after tax
(243,576)
(437,047)
Adjustments for:
Taxation charged
450,173
467,627
Finance costs
25,427
-
0
Investment income
-
0
(3,311)
Gain on disposal of tangible fixed assets
-
(2,850)
Depreciation and impairment of tangible fixed assets
47,474
48,407
Equity settled share based payment expense
584,499
862,793
Movements in working capital:
Decrease / (increase) in debtors
1,020,906
(2,037,845)
(Decrease)/increase in creditors
(579,989)
666,692
(Decrease)/increase in deferred income
(25,511)
47,949
Cash generated from/(absorbed by) operations
1,279,403
(387,585)
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