| REGISTERED NUMBER: |
| Audited Financial Statements |
| for the Year Ended 31 December 2023 |
| for |
| AEROSPIKE UK LIMITED |
| REGISTERED NUMBER: |
| Audited Financial Statements |
| for the Year Ended 31 December 2023 |
| for |
| AEROSPIKE UK LIMITED |
| AEROSPIKE UK LIMITED (REGISTERED NUMBER: 10485100) |
| Contents of the Financial Statements |
| FOR THE YEAR ENDED 31 DECEMBER 2023 |
| Page |
| Company Information | 1 |
| Balance Sheet | 2 |
| Notes to the Financial Statements | 3 |
| AEROSPIKE UK LIMITED |
| Company Information |
| FOR THE YEAR ENDED 31 DECEMBER 2023 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditor |
| Honeybourne Place |
| Jessop Avenue |
| Cheltenham |
| Gloucestershire |
| GL50 3SH |
| AEROSPIKE UK LIMITED (REGISTERED NUMBER: 10485100) |
| Balance Sheet |
| 31 DECEMBER 2023 |
| 2023 | 2022 |
| Notes | £ | £ |
| CURRENT ASSETS |
| Debtors | 4 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 5 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital |
| Other reserves |
| Retained earnings |
| SHAREHOLDERS' FUNDS |
| In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered. |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| AEROSPIKE UK LIMITED (REGISTERED NUMBER: 10485100) |
| Notes to the Financial Statements |
| FOR THE YEAR ENDED 31 DECEMBER 2023 |
| 1. | STATUTORY INFORMATION |
| Aerospike UK Limited is a |
| The presentation currency of the financial statements is the Pound Sterling (£). |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention. |
| The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies. |
| Turnover |
| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| AEROSPIKE UK LIMITED (REGISTERED NUMBER: 10485100) |
| Notes to the Financial Statements - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2023 |
| 2. | ACCOUNTING POLICIES - continued |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| Commitments under operating lease |
| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
| Minimum lease payments due under non-cancellable operating leases for each of the following periods: |
| 2023 | 2022 |
| Not later than 1 year | 82,800 | 60,000 |
| Later than 1 year not later than 5 year | - | 12,000 |
| 82,800 | 72,000 |
| Pension costs and other post-retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
| 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 Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds. |
| AEROSPIKE UK LIMITED (REGISTERED NUMBER: 10485100) |
| Notes to the Financial Statements - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2023 |
| 2. | ACCOUNTING POLICIES - continued |
| Debtors |
| Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment. |
| Cash and cash equivalents |
| Cash is represented by cash in current bank account held with HSBC. |
| Creditors |
| Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method. |
| Financial instruments |
| The Company only enters into basic financial instrument 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, loans to related parties and investments in ordinary shares. |
| Going concern |
| The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for a period of at least twelve months from the date of signing this report. The Company relies on the continued support from its parent company Aerospike Inc. which has confirmed that it will continue to provide this for the foreseeable future. On that basis, the directors continue to adopt the going concern basis of accounting in preparing the annual financial statements. |
| Share based payments |
| Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting 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. |
| Interest Income |
| Interest income is recognised in profit or loss using the effective interest method. |
| AEROSPIKE UK LIMITED (REGISTERED NUMBER: 10485100) |
| Notes to the Financial Statements - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2023 |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was |
| 4. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2023 | 2022 |
| £ | £ |
| Amounts owed by group undertakings |
| Other debtors |
| 5. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2023 | 2022 |
| £ | £ |
| Trade creditors |
| Taxation and social security |
| Other creditors |
| 6. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
| The Report of the Auditors was unqualified. |
| for and on behalf of |
| 7. | PENSION COMMITMENTS |
| The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £66,834 (2022 - £40,767). |
| Contributions totalling £10,729 (2022 - £13,429) were payable to the fund at the reporting date and are included in creditors. |
| 8. | RELATED PARTY DISCLOSURES |
| The Company has taken advantage of the exemption available under FRS102, Section 33.1A from disclosing details of any transactions entered into between two or more members of a group where they are wholly owned members of this group. |
| There were no other related party transactions during the year (2022: none). |
| AEROSPIKE UK LIMITED (REGISTERED NUMBER: 10485100) |
| Notes to the Financial Statements - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2023 |
| 9. | ULTIMATE CONTROLLING PARTY |
| The Company is a wholly owned subsidiary of Aerospike, Inc. a company incorporated in the United States of America. The smallest group in which the results of the Company are consolidated is that headed by Aerospike, Inc. The consolidated financial statements may be obtained from Aerospike, Inc. 2525 E Charleston Road, Suite 201, Mountain View, California 94043, United States of America. |
| 10. | SHARE-BASED PAYMENT TRANSACTIONS |
| The Company's ultimate parent company, Aerospike, Inc. operates a share based payment scheme for all the employees of the Company. |
| The stock options in Aerospike, Inc. are granted to the Company's employees at a price equal to the fair value of the shares in Aerospike, Inc. at the date of the grant and are denominated in US dollars. |
| The stock options have a four year vesting period. If the stock options remain unexercised after a period of ten years from the date of the grant the stock options expire. Stock options are forfeited if the employee leaves the Company before the options vest. |
| The following share-based payment arrangements were in existence during the current and prior years: |
| Weighted average exercise price2023 | Number 2023 | Weighted average exercise price 2022 | Number 2022 |
| Outstanding at the beginning of the year | 0.68 | 862,500 | 0.42 | 390,000 |
| Granted during the year | 0.26 | 75,000 | 0.55 | 527,500 |
| Cancelled during the year | (0.63 | ) | (80,000 | ) | (0.29 | ) | (55,000 | ) |
| Exercised during the year | (0.63 | ) | (10,000 | ) |
| Outstanding at the end of the year | (0.32 | ) | 847,500 | 0.68 | 862,500 |
| 2023 | 2022 |
| £ | £ |
| Share based payments expense | 60,798 | 75,271 |