Company registration number 03934849 (England and Wales)
GUMTREE.COM LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
GUMTREE.COM LIMITED
COMPANY INFORMATION
Directors
Mr L Guan
(Appointed 30 September 2024)
Mr J F V D L Cortada
(Appointed 19 August 2025)
Mr Z Gao
(Appointed 19 August 2025)
Mr A M Harper
(Appointed 5 September 2025)
Secretary
Elemental Company Secretary Limited
Company number
03934849
Registered office
27 Old Gloucester Street
London
WC1N 3AX
Auditor
Fiander Tovell Limited
Stag Gates House
63/64 The Avenue
Southampton
Hampshire
SO17 1XS
GUMTREE.COM LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 25
GUMTREE.COM LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

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

Review of the business

During the first nine months of 2024, the Company was a wholly owned subsidiary of Classifieds Group Limited, incorporated in the United Kingdom.

On 3 October 2023, the shares in Motors.co.uk Limited previously held by Gumtree.com Limited were transferred to Classifieds Group Limited by way of a dividend, so that Gumtree.com Limited and Motors.co.uk Limited became direct subsidiaries of Classifieds Group Limited. In conjunction with this, Classifieds Group Limited undertook an internal group restructuring which involved the novation of dealer contracts from the Company to Motors.co.uk Limited.

On 2 September 2024, Classifieds Group Limited entered into a sale and purchase agreement for the entire share capital of its subsidiary Gumtree.com Limited with FE International Limited, an investment company led by pan-Asian private equity firm Ocean Link Partners and supported by Ocean Link's portfolio company 58.com. 58.com has grown to become one of the world's largest online marketplaces with a strong presence in China and a growing global footprint, serving over 400 million users with more than 1 billion unique listings. The transaction was completed on 30 September 2024.

In 2024 revenue decreased by 61% to £23,519,000 (2023: £59,609,000) and direct operating expenses decreased by 42% to £23,638,000 (2023: £40,865,000). This was primarily driven by the internal group restructure undertaken by Classifieds Group Limited in Q4 2023 described above that resulted in certain revenue and associated costs transferred from the Company to Motors.co.uk. Additionally, Q4 2024 includes material one-off expenses incurred to separate the Company from Classifieds Group Limited.

 

As a result, the Company's loss before income tax for the year was £830,000 (2023: profit before income tax of £17,063,000). The results for the year are set in the Income statement on page 8. The Company's net assets (being total assets less total liabilities) at the year-end were £4,270,000 (2022: £39,875,000). The decrease in net assets was primarily driven by ordinary dividends of £34,906,000 that were paid during the year.

Principal risks and uncertainties

The principal risks and uncertainties of the Company include, but are not limited to, outsourcing, business continuity and reliance on key IT systems, together with the risks associated with growth of the business and underlying economic environment factors affecting overall consumer confidence and e-commerce growth.

 

Financial assets that potentially subject the Company to concentrations of credit risk principally consist of cash at bank. The Company's cash is placed with quality financial institutions. The directors consider there is a low risk from foreign currency transactions, the amount of exposure to any individual counterparty is limited and assessed continually.

 

The Company's operating income and cash flows are substantially independent of changes in market interest rates. Due to the limited risk exposure, the Company does not have a specific hedging policy with respect to foreign currency exchange and interest rate risk.

Key performance indicators

Given the straightforward nature of the business, the Company's directors are of the opinion that analysis using key performance indicators, other than those financial performance measures set out above, are not necessary for an understanding of the development, performance or position of the business.

GUMTREE.COM LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -

On behalf of the board

Mr Z Gao
Director
22 September 2025
GUMTREE.COM LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

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

Principal activities

The principal activity of the Company continued to be that of operating an online classified marketplace for buying and selling goods, services and vehicles.

Results and dividends

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

Ordinary dividends were paid amounting to £34,906,000. The directors do not recommend payment of a further dividend.

Directors

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

Mr H Hurley
(Resigned 30 September 2024)
Mr N C H Moodie
(Resigned 30 September 2024)
Mr L Guan
(Appointed 30 September 2024)
Mr M D Fairman
(Appointed 30 September 2024 and resigned 18 August 2025)
Mr J F V D L Cortada
(Appointed 19 August 2025)
Mr Z Gao
(Appointed 19 August 2025)
Mr A M Harper
(Appointed 5 September 2025)
Supplier payment policy

The Company's current policy concerning the payment of trade creditors is to follow the CBI's Prompt Payers Code (copies are available from the CBI, Centre Point, 103 New Oxford Street, London WC1A 1DU).

 

The Company's current policy concerning the payment of trade creditors is to:

 

Trade creditors of the Company at the year end were equivalent to 40 (2023: 64) days purchases, based on the average daily amount invoiced by suppliers during the year.

Statement of directors' responsibilities

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:

GUMTREE.COM LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -

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.

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.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Mr Z Gao
Director
22 September 2025
GUMTREE.COM LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GUMTREE.COM LIMITED
- 5 -
Opinion

We have audited the financial statements of Gumtree.com Limited (the 'company') for the year ended 31 December 2024 which comprise 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 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.

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:

GUMTREE.COM LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GUMTREE.COM LIMITED (CONTINUED)
- 6 -
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 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:

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.

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.

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:

GUMTREE.COM LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GUMTREE.COM LIMITED (CONTINUED)
- 7 -

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 is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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 2006. Our 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 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 members as a body, for our audit work, for this report, or for the opinions we have formed.

Adam Buse FCA (Senior Statutory Auditor)
For and on behalf of Fiander Tovell Limited, Statutory Auditor
Chartered Accountants
Stag Gates House
63/64 The Avenue
Southampton
Hampshire
SO17 1XS
23 September 2025
GUMTREE.COM LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£'000
£'000
Turnover
3
23,519
59,609
Cost of sales
(976)
(2,095)
Gross profit
22,543
57,514
Administrative expenses
(23,638)
(40,865)
Operating (loss)/profit
4
(1,095)
16,649
Interest receivable and similar income
7
270
426
Interest payable and similar expenses
8
(5)
(12)
(Loss)/profit before taxation
(830)
17,063
Tax on (loss)/profit
9
131
1,008
(Loss)/profit for the financial year
(699)
18,071

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

GUMTREE.COM LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£'000
£'000
£'000
£'000
Fixed assets
Intangible assets
11
2,198
1,739
Tangible assets
12
364
1,408
2,562
3,147
Current assets
Debtors
13
4,651
35,927
Cash at bank and in hand
1,504
12,665
6,155
48,592
Creditors: amounts falling due within one year
14
(4,257)
(11,543)
Net current assets
1,898
37,049
Total assets less current liabilities
4,460
40,196
Provisions for liabilities
Deferred tax liability
16
190
321
(190)
(321)
Net assets
4,270
39,875
Capital and reserves
Called up share capital
18
1
1
Share premium account
19
-
0
10,000
Profit and loss reserves
4,269
29,874
Total equity
4,270
39,875

The notes on pages 12 to 25 form part of these financial statements.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 22 September 2025 and are signed on its behalf by:
Mr Z Gao
Director
Company registration number 03934849 (England and Wales)
GUMTREE.COM LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
£'000
Balance at 1 January 2023
1
10,000
88,111
98,112
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
18,071
18,071
Dividends
10
-
-
(76,308)
(76,308)
Balance at 31 December 2023
1
10,000
29,874
39,875
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(699)
(699)
Dividends
10
-
-
(34,906)
(34,906)
Other movements
-
(10,000)
10,000
-
Balance at 31 December 2024
1
-
0
4,269
4,270
GUMTREE.COM LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
2024
2023
Notes
£'000
£'000
£'000
£'000
Cash flows from operating activities
Cash generated from operations
21
24,498
1,009
Interest paid
(5)
(12)
Income taxes refunded/(paid)
573
(197)
Net cash inflow from operating activities
25,066
800
Investing activities
Purchase of intangible assets
(789)
(1,754)
Proceeds from disposal of intangibles
59
-
0
Purchase of tangible fixed assets
(51)
(72)
Proceeds from disposal of tangible fixed assets
15
-
0
Proceeds from disposal of subsidiaries
-
0
72,308
Interest received
270
426
Net cash (used in)/generated from investing activities
(496)
70,908
Financing activities
Payment of lease liabilities
(825)
(817)
Dividends paid
(34,906)
(76,308)
Net cash used in financing activities
(35,731)
(77,125)
Net decrease in cash and cash equivalents
(11,161)
(5,417)
Cash and cash equivalents at beginning of year
12,665
18,082
Cash and cash equivalents at end of year
1,504
12,665
GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
1
Accounting policies
Company information

Gumtree.com Limited is a private company limited by shares incorporated in England and Wales. The registered office is 27 Old Gloucester Street, London, WC1N 3AX.

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 company has chosen to adopt the changes in the Periodic review 2024 early.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

These financial statements for the year ended 31 December 2024 are the first financial statements of Gumtree.com Limited prepared in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland. The date of transition to FRS 102 was 1 January 2023. The reported financial position and financial performance for the previous period are not affected by the transition to FRS 102.

1.2
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the Company has adequate resources, including support from other group companies, to continue in operational existence for the foreseeable future. true

 

Although the Company has made a loss in the year, the Company has financial support from its Parent Company, FE International Limited, for a period of 12 months from approval of the financial statements. On this basis, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

 

Additionally, the directors have confirmed that the Parent Company, FE International Limited, is in a position to support the Company if required.

1.3
Turnover

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The Company recognises revenue when it transfers control of a product or service to a customer.

The company recognises revenue from the following major sources:

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
Advertsing

Advertising revenues, net of discounts, on contracts are recognised as "impressions" (i.e., the number of times that an advertisement appears in pages viewed by users of our websites) are delivered, or as "clicks" (which are generated each time users on our websites click through our text-based advertisements to an advertiser's designated website) are provided to advertisers.

Onsite listing

Onsite revenue is invoiced when the listing are placed. The listing will only go live once the payment has been made. The revenue, net of discounts, is recognised over the period of the listing, on a straight line basis, which is when the performance obligations have been satisfied.

Subscription fees

Businesses enter into a contract for a period of time which allows them to use the platform. Revenue is invoiced periodically and is recognised, net of discounts, over the contract term. Any discounts or free periods are spread over the whole period when recognising the revenue.

 

The performance obligations are satisfied over the period of the contract.

Other

Leads revenue is recognised on a monthly basis based on the number of qualified leads delivered in the month. This is invoiced monthly in arrears.

1.4
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.5
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

Development costs
20% per annum
1.6
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:

Right-of-use assets
Over 5 years or over the term of the lease
Leasehold improvements
Over 5 years or over the term of the lease
Fixtures and fittings
33% per annum
Computers
33% per annum
GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -

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.

1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible 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.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.8
Cash and cash equivalents

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.

1.9
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.

GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
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.

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.

GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
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, and only when, the Company’s obligations are discharged, cancelled, or they expire.

1.10
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.

1.11
Taxation

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

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.

GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.12
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.

1.13
Retirement benefits

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

1.14
Leases
As lessee

At inception, the company assesses whether a contract is, or contains, a lease. A lease arises where the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Control of the use of an asset occurs where the company has both the right to direct the use of the asset, and the right to obtain substantially all the economic benefits from that use.

 

Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within the same line items on the Balance sheet as owned assets.

The right-of-use asset is initially measured at cost, which comprises the initial measurement of the lease liability adjusted for lease payments made at or before the commencement date less any lease incentives or grants received, plus initial direct costs and an estimate of the cost of obligations to dismantle, remove or restore the underlying asset and the site on which it is located.

 

The right-of-use asset is subsequently adjusted for remeasurements of the lease liability and applies the relevant cost model, fair value model or revaluation model as set out within the accounting policies for the applicable asset class. Where the cost model is applied, the asset is depreciated from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term, and is periodically reduced by impairment losses, if any.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate or the company’s obtainable borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be payable under residual value guarantees, the exercise price of any purchase options that the company is reasonably certain to exercise, and any penalties for early termination of a lease.

At each financial period end, the lease liability is adjusted to reflect payments made and interest accrued. Also, the lease liability is remeasured to reflect lease modifications and any changes to the factors considered at initial measurement, as set out above. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or recognised in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -
1.15
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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

The directors consider there are no significant judgements of estimates.

3
Turnover and other revenue
2024
2023
£'000
£'000
Turnover analysed by class of business
Advertising
8,350
9,139
Onsite listing
8,941
10,312
Subscription fees
2,320
35,658
Other
3,908
4,500
23,519
59,609
2024
2023
£'000
£'000
Other revenue
Interest income
270
426
4
Operating (loss)/profit
2024
2023
Operating (loss)/profit for the year is stated after charging:
£'000
£'000
Exchange losses
103
93
Research and development costs
-
3,976
Fees payable to the company's auditor for the audit of the company's financial statements
43
77
Depreciation of owned tangible fixed assets
263
430
Depreciation of tangible fixed assets held under finance leases
817
817
Amortisation of intangible assets
271
15
GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 19 -
5
Employees

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

2024
2023
Number
Number
Management
4
4
Sales
27
36
Customer Support
2
3
Technology
50
47
Operations
36
29
Total
119
119

Their aggregate remuneration comprised:

2024
2023
£'000
£'000
Wages and salaries
8,783
9,556
Social security costs
1,200
1,536
Pension costs
620
633
10,603
11,725
6
Directors' remuneration
2024
2023
£'000
£'000
Remuneration for qualifying services
449
455
Company pension contributions to defined contribution schemes
21
26
470
481

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2023 - 2).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£'000
£'000
Remuneration for qualifying services
316
238
Company pension contributions to defined contribution schemes
17
16
GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
7
Interest receivable and similar income
2024
2023
£'000
£'000
Interest income
Interest on bank deposits
270
394
Other interest income
-
0
32
Total income
270
426
2024
2023
Investment income includes the following:
£'000
£'000
Interest on financial assets not measured at fair value through profit or loss
270
394
8
Interest payable and similar expenses
2024
2023
£'000
£'000
Other finance costs:
Interest on lease liabilities
5
12
9
Taxation
2024
2023
£'000
£'000
Current tax
Adjustments in respect of prior periods
-
0
(945)
Deferred tax
Origination and reversal of timing differences
(131)
393
Adjustment in respect of prior periods
-
0
(456)
Total deferred tax
(131)
(63)
Total tax credit
(131)
(1,008)
GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
9
Taxation
(Continued)
- 21 -

The (credit)/charge for the year can be reconciled to the (loss)/profit per the profit and loss account as follows:

2024
2023
£'000
£'000
(Loss)/profit before taxation
(830)
17,063
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.50%)
(208)
4,010
Tax effect of expenses that are not deductible in determining taxable profit
77
6
Adjustments in respect of prior years
-
0
(945)
Effect of change in corporation tax rate
-
0
25
Group relief
-
0
(2,698)
Permanent capital allowances in excess of depreciation
-
0
(1)
Research and development tax credit
-
0
(949)
Deferred tax adjustments in respect of prior years
-
0
(456)
Taxation credit for the year
(131)
(1,008)
10
Dividends
2024
2023
£'000
£'000
Final paid
34,906
4,000
Interim paid
-
0
72,308
34,906
76,308
GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
11
Intangible fixed assets
Development costs
£'000
Cost
At 1 January 2024
1,807
Additions
789
Disposals
(75)
At 31 December 2024
2,521
Amortisation and impairment
At 1 January 2024
68
Amortisation charged for the year
271
Disposals
(16)
At 31 December 2024
323
Carrying amount
At 31 December 2024
2,198
At 31 December 2023
1,739
12
Tangible fixed assets
Right-of-use assets
Leasehold improvements
Fixtures and fittings
Computers
Total
£'000
£'000
£'000
£'000
£'000
Cost
At 1 January 2024
3,061
1,415
260
2,541
7,277
Additions
-
0
-
0
-
0
51
51
Disposals
-
0
-
0
-
0
(53)
(53)
At 31 December 2024
3,061
1,415
260
2,539
7,275
Depreciation and impairment
At 1 January 2024
2,056
1,414
250
2,149
5,869
Depreciation charged in the year
817
1
4
258
1,080
Eliminated in respect of disposals
-
0
-
0
-
0
(38)
(38)
At 31 December 2024
2,873
1,415
254
2,369
6,911
Carrying amount
At 31 December 2024
188
-
0
6
170
364
At 31 December 2023
1,005
1
10
392
1,408
GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
12
Tangible fixed assets
(Continued)
- 23 -

Tangible fixed assets includes right-of-use assets, as follows:

Right-of-use assets
£'000
Net carrying value at 1 January 2024
1,005
Depreciation charge
(817)
Net carrying value at 31 December 2024
188
13
Debtors
2024
2023
Amounts falling due within one year:
£'000
£'000
Trade debtors
2,218
749
Corporation tax recoverable
-
0
573
Amounts owed by group undertakings
12
31,292
Other debtors
207
125
Prepayments and accrued income
2,214
3,188
4,651
35,927
14
Creditors: amounts falling due within one year
2024
2023
Notes
£'000
£'000
Lease liabilities
15
-
0
825
Trade creditors
1,115
5,163
Taxation and social security
838
634
Other creditors
17
112
Accruals and deferred income
2,287
4,809
4,257
11,543
15
Lease liabilities
2024
2023
Amounts due:
£'000
£'000
Within one year
-
0
825
GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
15
Lease liabilities
(Continued)
- 24 -

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments. The lease expires in March 2025 but final payment was made in the year.

 

The lease has been considered as financial lease under FRS 102 and to calculate this have used an average discount rate of 0.93%.

16
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the Company and movements thereon during the current and prior reporting period.

Liabilities
Liabilities
2024
2023
Balances:
£'000
£'000
ACAs
312
335
Tax losses
(122)
-
Retirement benefit obligations
-
(14)
190
321
2024
Movements in the year:
£'000
Liability at 1 January 2024
321
Credit to profit or loss
(131)
Liability at 31 December 2024
190

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

17
Retirement benefit schemes
2024
2023
Defined contribution schemes
£'000
£'000
Charge to profit or loss in respect of defined contribution schemes
620
633

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.

GUMTREE.COM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
18
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary shares of 1p each
105,264
105,264
1
1
19
Share premium account

On 30 April 2024 the share premium account of the Company was cancelled and the balance of £9,999,999 was credited to retained earnings account.

20
Ultimate controlling party

The Company is a wholly owned subsidiary of Classifieds Group Limited up to 30 September 2024, registered in England and Wales. which is the immediate parent company. After this date the immediate parent company became FE International Limited, a company registered in the Cayman Islands.

Up to 30 September 2024, Novum Capital Special Opportunities Fund II GmbH & Co KG, Germany, together with Gumtree Holdco LLC, Delaware, USA is the ultimate parent company and ultimate controlling party. After this date the ultimate parent company and controlling party is Quantum Bloom Group Limited, a company registered in the Cayman Islands.

21
Cash generated from operations
2024
2023
£'000
£'000
(Loss)/profit after taxation
(699)
18,071
Adjustments for:
Taxation credited
(131)
(1,008)
Finance costs
5
12
Investment income
(270)
(426)
Amortisation and impairment of intangible assets
271
15
Depreciation and impairment of tangible fixed assets
1,080
1,247
Movements in working capital:
Decrease/(increase) in debtors
30,703
(9,074)
Decrease in creditors
(6,461)
(7,828)
Cash generated from operations
24,498
1,009
22
Analysis of changes in net funds
1 January 2024
Cash flows
31 December 2024
£'000
£'000
£'000
Cash at bank and in hand
12,665
(11,161)
1,504
Lease liabilities
(825)
825
-
11,840
(10,336)
1,504
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