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REGISTERED NUMBER: SC456741 (Scotland)















Financial Statements for the Year Ended 31 December 2024

for

Deepmatter Ltd.

Deepmatter Ltd. (Registered number: SC456741)






Contents of the Financial Statements
for the year ended 31 December 2024




Page

Company Information 1

Statement of Financial Position 2

Notes to the Financial Statements 4


Deepmatter Ltd.

Company Information
for the year ended 31 December 2024







DIRECTOR: M R Warne





REGISTERED OFFICE: Office 3.08
Wizu Workspace
2 West Regent Street
Glasgow
G2 1RW





REGISTERED NUMBER: SC456741 (Scotland)





ACCOUNTANTS: Atraxa Consulting Limited
Brooke's Mill
Armitage Bridge
Huddersfield
West Yorkshire
HD4 7NR

Deepmatter Ltd. (Registered number: SC456741)

Statement of Financial Position
31 December 2024

2024 2023
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 4 51,276 56,279
Tangible assets 5 5,912 17,744
57,188 74,023

CURRENT ASSETS
Debtors 6 691,342 993,346
Cash at bank 29,928 73,571
721,270 1,066,917
CREDITORS
Amounts falling due within one year 7 13,042,797 11,792,595
NET CURRENT LIABILITIES (12,321,527 ) (10,725,678 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(12,264,339

)

(10,651,655

)

CAPITAL AND RESERVES
Called up share capital 20 20
Share premium 1,120,438 1,120,438
Capital contribution 313,008 309,401
Retained earnings (13,697,805 ) (12,081,514 )
SHAREHOLDERS' FUNDS (12,264,339 ) (10,651,655 )

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The director acknowledges his responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

Deepmatter Ltd. (Registered number: SC456741)

Statement of Financial Position - continued
31 December 2024


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

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

The financial statements were approved by the director and authorised for issue on 1 August 2025 and were signed by:





M R Warne - Director


Deepmatter Ltd. (Registered number: SC456741)

Notes to the Financial Statements
for the year ended 31 December 2024

1. STATUTORY INFORMATION

DeepMatter Ltd is a private company, limited by shares, registered in Scotland. The Company's registered number is SC456741 and registered office address is Office 3.08, Wizu Workspace, 2 West Regent Street, Glasgow, G2 1RW. The Company's principal activity is the building and commercialising of the most powerful data platforms to enable scientists to easily perform and optimise chemical reactions by increasingly integrating chemistry with technology.

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 financial statements are prepared in accordance with FRS 102.

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

Deepmatter Ltd. (Registered number: SC456741)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Changes in accounting policies
New Standards and interpretations

(a) New and amended Standards and Interpretations adopted by the Company

Amendments have been made to IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors in relation to the definition of material. The amendments clarify the definition of what is material to the financial statements and how to apply the definition, but are not expected to have a material impact on the entity in the current or future reporting periods.

(b) New and amended Standards and Interpretations issued but not effective for the financial year beginning 1 January 2024.

Certain new accounting standards and interpretations have been published that are not mandatory for 31 December 2024 reporting periods and have not been early adopted by the company. These standards are not expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.

Going concern
Notwithstanding the loss for the year of £1,616,291, the financial statements of Deepmatter Limited have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons:

The Company is a wholly owned subsidiary of ChemAI Limited, which is the ultimate UK parent of a number of subsidiaries (herein referred to as the 'Group'). The Company's cash flows are dependent on the performance of this Group as a whole.

The Company meets its day to day working capital requirements through operational cash flows along with intercompany funding from its parent company.

The directors have performed a going concern assessment which indicates that, in both the base and reasonably possible downsides, the Company will require additional funds, through funding from its parent company, to meet its liabilities as they fall due during the going concern assessment period.

ChemAI Limited has indicated its intention to continue to make available such funds as are needed by the Company, and that it does not intend to seek repayment of the amounts currently due to the parent company which at 31 December 2024 amounted to £12,920,814, during the going concern assessment period, along with any additional balances that will accrue in the year. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

Consequently, the directors are confident that the Company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Intangible assets - licences
Intangible assets are stated at cost or deemed cost less provisions for amortisation and impairments. Technology licences separately acquired are amortised over 20 years, being the length of the licence agreement.

Deepmatter Ltd. (Registered number: SC456741)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Plant and machinery etc - 33% on cost and 20% on cost

Financial assets and liabilities
Trade and other receivables
Trade and other receivables are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method less any provision for impairment.

Trade and other payables
Trade and other payables are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

Cash and cash equivalents
Cash and cash equivalents comprise cash at hand, bank balances and short-term deposits of less than three months. The Company's funds are held for the purpose of funding the future growth of the business. Deposits are placed with banks and financial institutions with a sound credit rating and such investments are regularly reviewed by the Board.

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 statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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.

Deepmatter Ltd. (Registered number: SC456741)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Research and development
Research costs are charged against income as they are incurred. Certain development costs are capitalised as intangible assets, when it is probable that future economic benefits will flow to the Company. Such intangible assets are amortised on a straight line basis from the point at which the assets are ready for use over the period of the expected benefit and are reviewed for impairment at each balance sheet date. Other development costs are charged against income as incurred since the criteria for their recognition as an asset are not met.

The criteria for recognising development expenditure as an asset are:

-Completion of the intangible asset is technically feasible so that it will be available for use or sale;
-The Company intends to complete the intangible asset and use or sell it;
-The Company has the ability to use or sell the intangible asset;


-
The intangible asset will generate probable future economic benefits. Among many other things, this
requires that there is a market for the output from the intangible asset or for the intangible asset itself,
or, if it is to be used internally, the asset will be used in generating such benefits;

-
That the Company has available to it adequate technical, financial and other resources to complete the
development and to use or sell the intangible asset; and

-
That the Company can reliably measure the expenditure attributable to the intangible asset during its
development.


Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position 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.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 9 (2023 - 21 ) .

Deepmatter Ltd. (Registered number: SC456741)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

4. INTANGIBLE FIXED ASSETS
Other
intangible
assets
£   
COST
At 1 January 2024
and 31 December 2024 100,050
AMORTISATION
At 1 January 2024 43,771
Charge for year 5,003
At 31 December 2024 48,774
NET BOOK VALUE
At 31 December 2024 51,276
At 31 December 2023 56,279

5. TANGIBLE FIXED ASSETS
Plant and
machinery
etc
£   
COST
At 1 January 2024 89,057
Disposals (2,807 )
At 31 December 2024 86,250
DEPRECIATION
At 1 January 2024 71,313
Charge for year 10,877
Eliminated on disposal (1,852 )
At 31 December 2024 80,338
NET BOOK VALUE
At 31 December 2024 5,912
At 31 December 2023 17,744

6. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£    £   
Amounts owed by group undertakings 661,318 747,089
Other debtors 30,024 246,257
691,342 993,346

Deepmatter Ltd. (Registered number: SC456741)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

7. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£    £   
Trade creditors 83,240 132,333
Amounts owed to group undertakings 12,920,814 11,575,396
Taxation and social security 12,436 19,110
Accruals 26,307 65,756
13,042,797 11,792,595

Trade creditors are non-interest bearing and are normally settled on 30 day terms. Other creditors and accruals are non-interest bearing. Amounts owed to group undertakings consist of trading balances on which interest is not payable. These are repayable on demand.

8. FINANCIAL INSTRUMENTS

Non-derivative financial assets
At the reporting date, the Company held the following non-derivative financial assets:

2024 2023
£    £   
Due within 3 months
Cash and cash equivalents 29,928 73,571
Trade and other receivables 30,024 241,045
Amounts owed by group undertakings 661,318 747,089
721,270 1,061,705

Non-derivative financial liabilities
At the reporting date, the Company held the following financial liabilities, all of which were classified as other non-derivative financial liabilities.


2024 2023
£    £   
Due within 3 months
Trade payables 83,240 132,333
Amounts due to group undertakings 12,920,814 11,575,396
Accruals 26,307 65,756
Other payables 12,436 19,110
13,042,797 11,792,595

9. RELATED PARTY DISCLOSURES

Terms and conditions of transactions with related parties:
Purchases between related parties are made on an arm's length basis. Outstanding balances with entities other than subsidiaries are unsecured, interest free and cash settlement is expected within 60 days of invoice. Terms and conditions with other Group companies are the same, with the exception that balances are placed on intercompany accounts with no specified credit period.

Deepmatter Ltd. (Registered number: SC456741)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

10. ULTIMATE CONTROLLING PARTY

The ultimate parent company and ultimate controlling party is ChemAI Limited which is registered in England and Wales. ChemAI Limited's registered office is West Hill House, Allerton Hill, Chapel Allerton, Leeds, LS7 3QB.