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Registered number: 13783151










Benchling UK Ltd










Directors' Report and Financial Statements

For the Year Ended 31 January 2024

 
Benchling UK Ltd
 

Company Information


Directors
Gangeun Chun 
Julie Ann Hwang 
Robert Stanley Burke III (appointed 15 August 2023)




Company secretary
Julie Ann Hwang



Registered number
13783151



Registered office
4/4a Bloomsbury Square

London

WC1A 2RP





 
Benchling UK Ltd
 

Contents



Page
Group Strategic Report
1
Directors' Report
2 - 3
Independent Auditors' Report
4 - 6
Consolidated Statement of Comprehensive Income
7
Consolidated Balance Sheet
8
Company Balance Sheet
9
Consolidated Statement of Changes in Equity
10
Company Statement of Changes in Equity
11
Consolidated Statement of Cash Flows
12
Consolidated Analysis of Net Debt
13
Notes to the Financial Statements
14 - 27


 
Benchling UK Ltd
 

Group Strategic Report
For the Year Ended 31 January 2024

Introduction
 
The directors present their strategic report and financial statements for the year ended 31 January 2024.

Business review
 
The directors are satisfied with the performance of the Group. The directors continue to closely monitor and
analyse market conditions.
The Group has an adequate system of risk management and internal controls.
The Group made a loss in the year returning a net loss after tax of £4,550,355 (2023: loss of £4,741,070). £2,712,961 of this is attributed to the accounting treatment of the amortisation of goodwill. A further £1,764,593 is attributed to the stock based compensation expense in Overwatch Research Limited. The residual loss of £72,800 is attributed to the sales performance of the Overwatch Research Limited product studies. Globally, biotech funding is down as well as the public performance of biotech companies in various stock exchanges. As the Overwatch Research Limited product studies is primarily sold to Biotech companies, the struggles in the industry overall have led to revenue headwinds in the group, which causes the group to be in an overall loss position. 

Principal risks and uncertainties
 
Globally, biotech funding is down as well as the public performance of biotech companies in various stock exchanges. As the Overwatch Research Limited product studies is primarily sold to Biotech companies, the struggles in the industry overall have led to revenue headwinds in the group, which causes the group to be in an overall loss position. 
The Overwatch Research Limited engineering team was restructured at the end of the year so that all Overwatch engineers report to Chris Armstrong, the Overwatch Research Limited founder and still an employee of Overwatch Research Limited. Previously the Overwatch team reported to various engineering and product managers in Benchling Inc. We feel that the new reporting structure will increase the efficiency of the Overwatch team to improve the existing product as well as develop enhancements to the existing product.
The Overwatch Research Limited product is now fully integrated into the overall Benchling platform and has met Benchling’s standards in terms of achieving SOC 1 status. We feel fully integrating the product into the full Benchling suite should help drive sales of studies.

Financial key performance indicators
 
The directors consider profit before tax as the main measure of financial performance. There has been an increase in turnover in the year from £7,022,655 in 2023 to £7,774,900 in 2024. Overall the pre-tax profit has improved from a loss of £4,741,070 in 2023 to a loss of £4,550,355 in 2024. £2,712,961 of this is attributed to the accounting treatment of the amortisation of goodwill. A further £1,764,593 is attributed to the stock based compensation expense in Overwatch Research Limited.


This report was approved by the board on 15 April 2025 and signed on its behalf.



Gangeun Chun
Director

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Page 1

 
Benchling UK Ltd
 

 
Directors' Report
For the Year Ended 31 January 2024

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

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £4,550,355 (2023: loss of £4,741,070).

Directors

The directors who served during the year were:

Gangeun Chun 
Julie Ann Hwang 
Robert Stanley Burke III (appointed 15 August 2023)

Future developments

The Overwatch Research Limited engineering team was restructured at the end of the year so that all overwatch engineers report to Chris Armstrong, the Overwatch Research Limited founder and still an employee of Overwatch Research Limited. Previously the overwatch team reported to various engineering and product managers in Benchling Inc. We feel that the new reporting structure will increase the efficiency of the Overwatch team to improve the existing product as well as develop enhancements to the existing product.
The Overwatch Research Limited product is now fully integrated into the overall Benchling platform and has met Benchling’s standards in terms of achieving SOC 1 status. We feel fully integrating the product into the full Benchling suite should help drive sales of studies.

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Page 2

 
Benchling UK Ltd
 

 
Directors' Report (continued)
For the Year Ended 31 January 2024

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

The auditorsSumer Auditco NI Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 15 April 2025 and signed on its behalf.
 





Gangeun Chun
Director

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Page 3

 
Benchling UK Ltd
 

 
Independent Auditors' Report to the Members of Benchling UK Ltd
 

Opinion


We have audited the financial statements of Benchling UK Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 January 2024, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 January 2024 and of the Group's loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 Group's or the parent Company's ability to continue as a going concern for a period of at least twelve 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.


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Page 4

 
Benchling UK Ltd
 

 
Independent Auditors' Report to the Members of Benchling UK Ltd (continued)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.


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


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 2, 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 Group's and the parent 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


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Page 5

 
Benchling UK Ltd
 

 
Independent Auditors' Report to the Members of Benchling UK Ltd (continued)


Auditors' 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 Auditors' 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 Group 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:

We considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: timing of recognition of income and posting of unusual journals including complex transactions. We discussed these risks with client management, designed audit procedures to test the timing of revenue, tested a sample of journals to confirm they were appropriate and reviewed areas of judgment for indicators of management bias to address these risks.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. 


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


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' 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 members, as a body, for our audit work, for this report, or for the opinions we have formed.





Adrian Patton (Senior Statutory Auditor)
  
for and on behalf of
Sumer Auditco NI Limited
 
Statutory Auditors
  
4th Floor Glendinning House
6 Murray Street
Belfast
BT1 6DN

15 April 2025
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Page 6

 
Benchling UK Ltd
 

Consolidated Statement of Comprehensive Income
For the Year Ended 31 January 2024

2024
2023
Note
£
£

  

Turnover
  
7,774,900
7,022,655

Cost of sales
  
-
(7,422)

Gross profit
  
7,774,900
7,015,233

Administrative expenses
  
(12,512,437)
(12,066,986)

Other operating income
 4 
115,135
183,647

Operating loss
  
(4,622,402)
(4,868,106)

Tax on loss
 7 
72,047
127,036

Loss for the financial year
  
(4,550,355)
(4,741,070)

  

Total comprehensive loss for the year
  
(4,550,355)
(4,741,070)

(Loss) for the year attributable to:
  

Owners of the parent Company
  
(4,550,355)
(4,741,070)

The notes on pages 14 to 27 form part of these financial statements.

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Page 7

 
Benchling UK Ltd
Registered number: 13783151

Consolidated Balance Sheet
As at 31 January 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 8 
21,703,684
24,416,645

Tangible assets
 9 
13,957
33,686

  
21,717,641
24,450,331

Current assets
  

Debtors: amounts falling due after more than one year
 11 
3,349
-

Debtors: amounts falling due within one year
 11 
1,199,198
1,843,007

Cash at bank and in hand
 12 
1,750,537
1,986,583

  
2,953,084
3,829,590

Creditors: amounts falling due within one year
 13 
(758,266)
(1,812,746)

Net current assets
  
 
 
2,194,818
 
 
2,016,844

Total assets less current liabilities
  
23,912,459
26,467,175

Net assets
  
23,912,459
26,467,175


Capital and reserves
  

Called up share capital 
 16 
1
1

Share premium account
 17 
3,065,568
3,065,568

Share-based compensation reserve
 17 
4,261,502
2,265,863

Capital Contribution Reserve
 17 
28,942,387
28,942,387

Profit and loss account
 17 
(12,356,999)
(7,806,644)

Equity attributable to owners of the parent Company
  
23,912,459
26,467,175

  
23,912,459
26,467,175


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 15 April 2025.




Gangeun Chun
Director

The notes on pages 14 to 27 form part of these financial statements.

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Page 8

 
Benchling UK Ltd
Registered number: 13783151

Company Balance Sheet
As at 31 January 2024

2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 9 
3,303
7,672

Investments
 10 
28,942,387
28,942,387

  
28,945,690
28,950,059

Current assets
  

Debtors: amounts falling due after more than one year
 11 
3,349
-

Debtors: amounts falling due within one year
 11 
808,750
1,364,054

Cash at bank and in hand
 12 
1,263,839
784,899

  
2,075,938
2,148,953

Creditors: amounts falling due within one year
 13 
(511,869)
(1,243,839)

Net current assets
  
 
 
1,564,069
 
 
905,114

Total assets less current liabilities
  
30,509,759
29,855,173

  

  

Net assets excluding pension asset
  
30,509,759
29,855,173

Net assets
  
30,509,759
29,855,173


Capital and reserves
  

Called up share capital 
 16 
1
1

Share-based compensation reserve
 17 
657,638
426,592

Capital Contribution Reserve
 17 
28,942,387
28,942,387

Profit and loss account
 17 
909,733
486,193

  
30,509,759
29,855,173


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 15 April 2025.


Gangeun Chun
Director

The notes on pages 14 to 27 form part of these financial statements.

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Page 9
 

 
Benchling UK Ltd


 

Consolidated Statement of Changes in Equity
For the Year Ended 31 January 2024



Called up share capital
Share premium account
Share-based comp reserve
Capital contribution reserve
Profit and loss account
Equity attributable to owners of parent Company
Total equity


£
£
£
£
£
£
£



At 1 February 2022
1
3,065,568
-
28,942,387
(3,065,574)
28,942,382
28,942,382



Comprehensive income for the year


Loss for the year
-
-
-
-
(4,741,070)
(4,741,070)
(4,741,070)


Share-based compensation
-
-
2,265,863
-
-
2,265,863
2,265,863





At 1 February 2023
1
3,065,568
2,265,863
28,942,387
(7,806,644)
26,467,175
26,467,175



Comprehensive income for the year


Loss for the year
-
-
-
-
(4,550,355)
(4,550,355)
(4,550,355)


Share-based compensation
-
-
1,995,639
-
-
1,995,639
1,995,639



At 31 January 2024
1
3,065,568
4,261,502
28,942,387
(12,356,999)
23,912,459
23,912,459



The notes on pages 14 to 27 form part of these financial statements.

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Page 10

 

 
Benchling UK Ltd


 

Company Statement of Changes in Equity
For the Year Ended 31 January 2024



Called up share capital
Share-based comp reserve
Capital contribution reserve
Profit and loss account
Total equity


£
£
£
£
£



At 1 February 2022
1
-
28,942,387
-
28,942,388



Comprehensive income for the year


Profit for the year
-
-
-
486,193
486,193


Share-based compensation
-
426,592
-
-
426,592





At 1 February 2023
1
426,592
28,942,387
486,193
29,855,173



Comprehensive income for the year


Profit for the year
-
-
-
423,540
423,540


Share-based compensation
-
231,046
-
-
231,046



At 31 January 2024
1
657,638
28,942,387
909,733
30,509,759



The notes on pages 14 to 27 form part of these financial statements.

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Page 11
 
Benchling UK Ltd
 

Consolidated Statement of Cash Flows
For the Year Ended 31 January 2024

2024
2023
£
£

Cash flows from operating activities

Loss for the financial year
(4,550,355)
(4,741,070)

Adjustments for:

Amortisation of intangible assets
2,712,961
2,712,961

Depreciation of tangible assets
22,848
30,219

Loss on disposal of tangible assets
9,440
309

Taxation charge
33,300
-

Decrease/(increase) in debtors
640,462
(1,788,393)

(Decrease)/increase in creditors
(1,087,782)
1,585,496

Share based compensation movements
1,995,639
2,265,863

Net cash from operating activities

(223,487)
65,385


Cash flows from investing activities

Purchase of tangible fixed assets
(12,559)
(50,098)

Net cash from investing activities
(12,559)
(50,098)


Net (decrease)/increase in cash and cash equivalents
(236,046)
15,287

Cash and cash equivalents at beginning of year
1,986,583
1,971,296

Cash and cash equivalents at the end of year
1,750,537
1,986,583


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,750,537
1,986,583

1,750,537
1,986,583


The notes on pages 14 to 27 form part of these financial statements.

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Page 12

 
Benchling UK Ltd
 

Consolidated Analysis of Net Debt
For the Year Ended 31 January 2024




At 1 February 2023
Cash flows
At 31 January 2024
£

£

£

Cash at bank and in hand

1,986,583

(236,046)

1,750,537


1,986,583
(236,046)
1,750,537

The notes on pages 14 to 27 form part of these financial statements.

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Page 13

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

1.


General information

The Group consists of two private limited company, incorporated in the United Kingdom. The registration number and address of the registered office of the parent Benchling UK are given in the Company information section of these financial statements. The financial statements cover the year to 31 January 2024. 

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 Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102.

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Page 14

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

2.Accounting policies (continued)

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group 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 Group 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.

 
2.4

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Group in independently administered funds.

 
2.5

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. 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 and the Group operate and generate income.

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Page 15

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

2.Accounting policies (continued)

 
2.6

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 
2.7

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:

Fixtures and fittings
-
2-7 years
Computer equipment
-
2-3 years

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.

 
2.8

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

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Page 16

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

2.Accounting policies (continued)

 
2.9

Debtors

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

 
2.10

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.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.11

Creditors

Short-term creditors are measured at the transaction price.

 
2.12

Financial instruments

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The Directors have carried out an impairment assessment on the investment in Overwatch Research
Limited. In carrying out this assessment, the Directors have made judgements and estimations in relation
to macro-economic conditions, industry and market considerations and future financial performance.
Based on this assessment, the Directors have concluded that there does not appear to be any indicators
of impairment in relation to the investment.
No other judgements have been made in the process of applying the above accounting policies (apart
from those involving estimates). There were no further key assumptions made concerning the future and
other key sources of estimation uncertainty at the reporting date that have a significant risk of causing a
material adjustment to the carrying amounts of assets and liabilities within the next financial year.

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Page 17

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

4.


Other operating income

2024
2023
£
£

Other operating income
115,135
183,647

115,135
183,647



5.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors:


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
21,900
19,000


6.


Employees

Staff costs were as follows:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Wages and salaries
6,036,998
5,420,869
4,997,687
4,397,625

Cost of defined contribution scheme
240,834
208,027
191,346
167,125

6,277,832
5,628,896
5,189,033
4,564,750


The average monthly number of employees, including the directors, during the year was as follows:



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Staff
41
37
28
23

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Page 18

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

7.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
(13,393)
-


Total current tax
(13,393)
-


Origination and reversal of timing differences
(58,654)
(127,036)

Total deferred tax
(58,654)
(127,036)


Tax on loss
(72,047)
(127,036)

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2023: lower than) the standard rate of corporation tax in the UK of 24% (2023: 19%). The differences are explained below:

2024
2023
£
£


Loss on ordinary activities before tax
(4,622,402)
(4,868,106)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 24% (2023: 19%)
(1,096,944)
(1,047,580)

Effects of:


Permanent difference
426,972
321,217

UK rate change
(583)
(30,488)

Capital allowances for year in excess of depreciation
5,854
(8,288)

Surrendered losses
124,578
134,598

Amortisation of goodwill
638,103
638,103

Group relief
(123,334)
(134,598)

Prior period adjustment
(46,693)
-

Total tax charge for the year
(72,047)
(127,036)

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Page 19

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

8.


Intangible assets

Group and Company





Goodwill

£



Cost


At 1 February 2023
27,129,606



At 31 January 2024

27,129,606



Amortisation


At 1 February 2023
2,712,961


Charge for the year on owned assets
2,712,961



At 31 January 2024

5,425,922



Net book value



At 31 January 2024
21,703,684



At 31 January 2023
24,416,645



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Page 20

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

9.


Tangible fixed assets

Group






Fixtures and fittings
Computer equipment
Total

£
£
£



Cost or valuation


At 1 February 2023
1,506
74,327
75,833


Additions
5,586
6,973
12,559


Disposals
(1,506)
(22,737)
(24,243)



At 31 January 2024

5,586
58,563
64,149



Depreciation


At 1 February 2023
729
41,418
42,147


Charge for the year on owned assets
887
21,961
22,848


Disposals
(794)
(14,009)
(14,803)



At 31 January 2024

822
49,370
50,192



Net book value



At 31 January 2024
4,764
9,193
13,957



At 31 January 2023
777
32,909
33,686

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Page 21

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

           9.Tangible fixed assets (continued)


Company






Computer equipment

£

Cost or valuation


At 1 February 2023
11,245


Additions
1,800



At 31 January 2024

13,045



Depreciation


At 1 February 2023
3,574


Charge for the year on owned assets
6,168



At 31 January 2024

9,742



Net book value



At 31 January 2024
3,303



At 31 January 2023
7,672






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Page 22

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

10.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 February 2023
28,942,387



At 31 January 2024
28,942,387





Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Holding

Overwatch Research Limited
Glandore Arthur House Suite 405,
 41 Arthur Street, Belfast, BT1 4GB
100%

The aggregate of the share capital and reserves as at 31 January 2024 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)

Overwatch Research Limited
641,405
(2,260,933)

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Page 23

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

11.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Due after more than one year

Prepayments and accrued income
3,349
-
3,349
-

3,349
-
3,349
-


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Due within one year

Trade debtors
200,467
45,496
-
-

Amounts owed by group undertakings
468,570
224,502
468,919
72,602

Other debtors
203,126
1,291,849
69,782
1,060,973

Prepayments and accrued income
141,345
154,124
84,359
103,443

Deferred taxation
185,690
127,036
185,690
127,036

1,199,198
1,843,007
808,750
1,364,054



12.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Cash at bank and in hand
1,750,537
1,986,583
1,263,839
784,899

1,750,537
1,986,583
1,263,839
784,899


img4692.png
Page 24

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

13.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Trade creditors
1,136
36,744
1,136
36,541

Amounts owed to group undertakings
-
1,251,130
-
942,440

Corporation tax
33,300
-
33,300
-

Other taxation and social security
33,023
1,113
-
-

Other creditors
21,271
25,603
5,927
2,514

Accruals and deferred income
669,536
498,156
471,506
262,344

758,266
1,812,746
511,869
1,243,839



14.


Financial instruments

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Financial assets

Financial assets measured at fair value through profit or loss
1,750,537
1,986,583
1,263,839
784,899




Financial assets measured at fair value through profit or loss comprise cash and cash equivalents.

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Page 25

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

15.


Deferred taxation


Group



2024


£






At beginning of year
127,036


Charged to profit or loss
58,654



At end of year
185,690

Company


2024


£






At beginning of year
127,036


Charged to profit or loss
58,654



At end of year
185,690

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Accelerated capital allowances
185,690
127,036
185,690
127,036

185,690
127,036
185,690
127,036


16.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



1 (2023 - 1) Ordinary shares share of £1.00
1
1


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Page 26

 
Benchling UK Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2024

17.


Reserves

Share-based compensation reserve

The share-based compensation reserve relates to the share based compensation scheme held for the employees of Benchling UK Ltd and Overwatch Research Ltd. The shares are held in Benchling Inc. and therefore the share based compensation results in an other equity reserve.

Capital Contribution Reserve

This reserve includes the capital contribution made by the parent Company, Benchling Inc, upon
acquisition of the subsidiary, Overwatch Research Limited.


18.


Pension commitments

The Group operates a defined contribution pension scheme for the benefit of staff. The assets of the
scheme are administered by trustees in a fund independent from those of the Company. The scheme
operates on a money purchase basis. The pension cost charge represents contributions paid by the
Company to the fund and amounted to £240,834 (2023: £208,027).


19.


Controlling party

The controlling party is Benchling Inc, a company incorporated in the United States of America, by virtue
of shareholding.

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Page 27