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Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2024
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RITHUM CA UK LIMITED
CONTENTS
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RITHUM CA UK LIMITED
COMPANY INFORMATION
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RITHUM CA UK LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The director presents the strategic report for the year ended 31 December 2024.
The consolidated financial statements present the results of Rithum CA UK Limited ("the company") and its subsidiaries, Rithum Technologies Spain S.L., Rithum Japan K.K. and Empirical One Limited ("the group"). During the year the company applied to dissolve Empirical One Limited, as the trade and assets had been sold to the parent company, Rithum Corporation, in the prior year. The principal activity of the company and group continued to be that of the provision of 'Software as a Service' solutions that allow brands and retailers to integrate, manage and monitor their merchandise sales across hundreds of online channels. Rithum CA UK Limited (the “company”) is a wholly owned subsidiary of Rithum Corporation, which together with fellow subsidiaries form the Rithum group. Rithum are a leading provider of cloud-based e-commerce solutions whose mission is to connect and optimise the world's commerce. For over two decades, Rithum have helped brands and retailers worldwide to streamline their ecommerce operations, expand to new channels and grow their sales. Rithum's multichannel commerce platform allows its customers to connect to hundreds of global channels, market to consumers on those channels, sell products, manage fulfillment processes, and analyse and optimise channel performance. Thousands of customers depend on Rithum to securely power their e-commerce operations on channels such as Amazon, eBay, Facebook, Google, Shopify, Walmart and Zalando. Rithum's platform helps global brands gain a competitive advantage with actionable insights into digital shelf performance across thousands of retailer websites and marketplaces and helps make digital campaigns shoppable. Overall, Rithum's platform provides the breadth, scalability and flexibility to facilitate billions of dollars in e-commerce transactions annually across the globe. Rithum serves customers across a wide range of industries and geographies. Rithum's customers include the online businesses of brands and retailers, as well as advertising agencies that use Rithum's solutions on behalf of their clients.
Turnover decreased from £39.5m in the prior year to £35.9m in the year ended 31 December 2024. The decrease in turnover is predominantly attributable the loss of revenue from the ChannelAdvisor Brands platform, due to the disposal of the subsidiary in 2023, both from subidiary itself and within other group companies.
Gross profit decreased from £33.9m to £28.6m, due to the decreased turnover noted above. The gross profit margin decreased from 85.8% to 79.4% as some of the costs associated with the Channel Advisor Brands platform were presented within administrative expenses. Administrative expenses decreased from £31.0m in the prior year to £25.7m in the year ended 31 December 2024 primarily due to a decrease in transfer pricing charges, which was partially offset by increased staff costs and the movement in the foreign exchange loss/gain. As a result of the above, the group incurred an operating profit for the year ended 31 December 2024 of £2.8m, compared to an operating profit in the year ended 31 December 2023 of £2.9m. Due to an exceptional gain of £6.3m in 2023 on disposal of a subsidiary, the profit before tax incurred by the group decreased from £8.7m in the year ended 31 December 2023, to £2.1m in the year ended 31 December 2024. Debtors due within one year increased from £10.0m at 31 December 2023 to £14.5m at 31 December 2024 primarily due to an increase in amounts owed by group undertakings.
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RITHUM CA UK LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Business review and key performance indicators (continued)
Creditors due within one year increased from £27.6m at 31 December 2023 to £29.5m at 31 December 2024 primarily due to an increase in amounts owed to group undertakings. The directors of the company are satisfied with the results of the group for the year ended 31 December 2024 and of the financial position at 31 December 2024.
The following trends have contributed to the results of the group, and the director anticipates that they will continue to affect the future results:
Changes in online shopping The shift in customer preferences to increased online shopping has contributed to our historical growth and the director expects that this online preference will continue to benefit our business. Changes in mobile usage The director believes the ongoing shift toward mobile commerce will increasingly favour aggregators such as Amazon, eBay, Google and Walmart, all of which are focal points of Rithum's platform. These systems understand the identity of the buyer, helping to reduce friction in the mobile commerce process, while offering a wide selection of merchandise in a single location. The director believes that the growth in mobile commerce may result in increased revenue for the group. Product offering expansion As online shopping evolves, the group continues to expand its product offerings to reflect the needs of companies seeking to attract consumers. The group continues to enhance its product offerings by increasing online shopping channel integrations, including marketplace and first-party retail programs, and providing capabilities that allow brands and retailers to be more competitive. This includes support for advertising, advanced algorithmic repricing, machine learning-based demand forecasting, analytics capabilities, fulfilment features and user experience. Product expansion and enhancement has been key to the group's strategic focus and success with brands. Channel expansion The group have experienced substantial growth in gross merchandise value on its platform from large channels like Zalando, Target Plus and Shopify, as well as numerous smaller marketplaces. Many of the group's brands customers see a significant opportunity in expanding their reach to more consumers via global channel expansion. Evolving fulfilment landscape Consumers have been conditioned to expect fast, efficient delivery of products. The director believes that determining and executing on a strategy to more expeditiously receive, process and deliver online orders is critical to success for online sellers. Therefore, it will be increasingly important for the group to facilitate and optimise fulfilment services on behalf of its customers, which in turn may result in additional research and development investment. Focus on employees The group strive to provide competitive compensation and benefits programs to help attract and retain employees who are focused on facilitating the success of the group's customers.
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RITHUM CA UK LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Principal risks and uncertainties (continued)
Seasonality The groups revenue fluctuates as a result of seasonal variations in its business, principally due to the peak consumer demand and related increased volume of our customers' gross merchandise value during the year-end holiday season. As a result, the group has historically had higher revenue in its fourth quarter than other quarters due to increased gross merchandise value processed through our platform, resulting in higher variable fees. Dynamic e-commerce landscape The director acknowledges the need to continue to innovate in the face of a rapidly changing ecommerce landscape if the group are to remain competitive. Strategic partnerships The groups business development team's mission is to expand the groups sales and marketing opportunities through strategic partner relationships. The group plan to continue to invest in initiatives to expand its strategic partnership base to further enhance the groups offerings for customers and to help support its indirect sales channel efforts. The goal of these strategic partnerships is to further improve the value of Rithum's platform for its customers and, when possible, provide the group opportunities for incremental revenue streams. Increasing complexity of e-commerce Although e-commerce continues to expand as brands and retailers continue to increase their online sales, it is also becoming more complex due to the hundreds of channels available to brands and retailers and the rapid pace of change and innovation across those channels. In order to gain consumers' attention in a more crowded and competitive online marketplace, an increasing number of brands and retailers sell their merchandise through multiple online channels, each with its own rules, requirements and specifications. In particular, third-party marketplaces are an increasingly important driver of growth for a number of brands and large online retailers. As a result, the group need to continue to support multiple channels in a variety of geographies in order to support targeted revenue growth, and the group intend to continue making strategic investments focused on channel expansion. Global growth in e-commerce The director believes the growth in e-commerce globally presents an opportunity for brands and retailers to engage in international sales. However, country-specific marketplaces are often a market share leader in their regions, as is the case for Zalando in Europe, for example. In order to help the groups customers capitalise on this potential market opportunity, and to address the customers' needs with respect to cross-border trade, the group intend to continue to invest in our international operations. Doing business overseas involves substantial challenges, including management attention and resources needed to adapt to multiple languages, cultures, laws and commercial infrastructure, and accordingly, will require the group to assume risk where appropriate and to invest further in compliance initiatives for these multinational jurisdictions. Macroeconomic or geopolitical factors The group is exposed to the impact of macroeconomic or geopolitical factors beyond the group's control. For example, the group has previously observed a moderation of gross merchandise value and therefore variable revenue due to the effects of inflation on consumer shopping habits. The senior management continuously focuses on these and other trends and challenges, and the director believes that the groups culture of innovation and history of growth and expansion will contribute to the success of the business.
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RITHUM CA UK LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Financial risk management and objectives
For the current financial year, the group has identified risks arising from its use of various financial instruments. This includes cash and items such as trade debtors and trade creditors that arise directly from its operations. The existence of these financial instruments exposes the business to several financial risks described in more detail below. The director reviews and agree on policies for managing each of the risks that are summarised below. Liquidity risk The business monitors cash flow as part of its day-to-day control procedures and ensures that the group has appropriate facilities available as necessary. Credit risk The group’s credit risk is primarily attributable to its trade debtors. The group has no significant concentration of credit risk, with exposure spread over a number of customers. The amounts presented in this balance sheet for trade debtors are net of allowances for doubtful debts. Market risk Market risk is the risk of loss to future earnings, values or future cash flows that may result from changes in the price of a financial instrument. The value of a financial instrument may change as a result of changes in interest rates, exchange rates, commodity prices, equity prices and other market changes. The group are exposed to market risk related to changes in foreign currency exchange rates.
This report was approved by the board and signed on its behalf.
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RITHUM CA UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their report and the financial statements for the year ended 31 December 2024.
The profit for the year, after taxation, amounted to £1,666,755 (2023 - £8,350,669).
The director does not recommend a dividend (2023: £nil).
The directors who served during the year were:
As permitted by section 414c (11) of the Companies Act 2006, the director has elected to disclose information, required to be in the director's report by Schedule 7 of the "Large and Medium Sized Companies and Groups (Accounts and Reports) Regulations 2008", in the strategic report.
This report was approved by the board and signed on its behalf.
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RITHUM CA UK LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
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;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙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 2006. They 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.
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RITHUM CA UK LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RITHUM CA UK LIMITED
FOR THE YEAR ENDED 31 DECEMBER 2024
We have audited the financial statements of RIthum CA UK Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024, which comprise the consolidated profit and loss account, 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 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).
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 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.
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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RITHUM CA UK LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RITHUM CA UK LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
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.
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.
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.
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RITHUM CA UK LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RITHUM CA UK LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
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 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:
∙the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
∙we identified the laws and regulations applicable to the company through discussions with management, and from our commercial knowledge and experience of the company's sector;
∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and employment legislation;
∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
∙performed analytical procedures to identify any unusual or unexpected relationships;
∙tested a sample of journal entries to identify unusual transactions;
∙assessed whether judgements and assumptions made in determining the accounting estimates set out in note 3 were indicative of potential bias; and
∙investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
∙agreeing financial statement disclosures to underlying supporting documentation; and
∙enquiring of management as to actual and potential litigation and claims.
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.
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RITHUM CA UK LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RITHUM CA UK LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Auditor's responsibilities for the audit of the financial statements (continued)
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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.
for and on behalf of
Chartered Accountants
Statutory Auditor
16 Great Queen Street
Covent Garden
WC2B 5AH
Date:
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RITHUM CA UK LIMITED
CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
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RITHUM CA UK LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
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RITHUM CA UK LIMITED
CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 19 to 38 form part of these financial statements.
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RITHUM CA UK LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2024
The financial statements were approved, authorised for issue and signed by the sole director.
The notes on pages 19 to 38 form part of these financial statements.
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RITHUM CA UK LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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RITHUM CA UK LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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RITHUM CA UK LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Rithum CA UK Limited is a provider of cloud-based e-commerce solutions.
Rithum CA UK Limited is a private company limited by shares incorporated in England and Wales. The address of its registered office is 5 New Street Square, London, United Kingdom, EC4A 3TW. The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
2.Accounting policies
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 profit and loss account in these financial statements.
The following principal accounting policies have been applied:
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 profit and loss account from the date on which control is obtained. They are deconsolidated from the date control ceases.
Rithum CA UK Limited is reliant on its parent company for financial support and the ability to continue providing the Rithum platform to its customers. The company has received a letter of support from Rithum Holdings, Inc. The directors have made due enquiry of the parent company and reviewed relevant cashflow projections that indicate that the group will be able to continue supporting the company for at least twelve months from the date these financial statements were approved.
Accordingly, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. As with any company placing reliance on other group entities for 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. Accordingly, the company continues to adopt the going concern basis in preparing the financial statements.
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account.
Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years. 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 operates and generates income. Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Goodwill
Goodwill represents the difference between amounts paid on the cost of a buisness combination and the acquirer's interest in the fair value 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 profit and loss account over its useful economic life.
Other intangible assets
At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
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.
The estimated useful lives range as follows:
Amortisation of intangible assets is included in administrative expenses.
At each reporting date the group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
The group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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:
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.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The group has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.
Financial assets and financial liabilities are recognised when the group becomes party to the contractual provisions of the instrument.
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 group after deducting all of its liabilities.
The group’s policies for its major classes of financial assets and financial liabilities are set out below.
Financial assets
Basic financial assets, including trade and other debtors, cash and bank balances, and amounts owed by group undertakings, are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.
Financial liabilities
Basic financial liabilities, including trade and other creditors and amounts owed to group undertakings, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Impairment of financial assets
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the group would receive for the asset if it were to be sold at the reporting date.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
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 and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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 revenue and future periods if the revenue affects both current and future periods. The following are critical judgements and estimations that the directors have made in the process of applying the group's accounting policies and that have the most significant affect on the amounts recognised in the financial statements. Provisions against trade debtor balances Management review trade debtor balances on a periodic basis. In determining whether there is a need for provision, management is reviewed to determine their best estimate of future expected cash flows. In arriving at this estimate, management consider historical experience and current trends. Provisions against intercompany balances The carrying amounts of intercompany debtor balances are reviewed on a periodic basis. In determining whether there is a need for provision, management is reviewed to determine their best estimate of future expected cash flows. Dilapidation provision The group has entered into leases that include dilapidation conditions. Management have recognised provisions based on their best estimate of the outflow that will be required on termination of the lease, which have been based on reports obtained from third parties. Long term liabilities The group have recognised certain long term liabilities, that are subject to vesting conditions. Management have estimated the expected forfeiture rate and discount rate, based on historic experience and the current market, when recognising the present value of the liability.
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Analysis of turnover by country of destination:
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 28
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 29
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 30
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 31
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
11.Tangible fixed assets (continued)
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 33
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 34
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 35
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
17.Deferred taxation (continued)
Page 36
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Other reserves
Profit and loss account
Page 37
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RITHUM CA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The company's immediate parent company is Rithum Corporation, incorporated in the United States of America. The registered office address of Rithum Corporation is 251 Little Falls Drive, Wilmington, DE 19808. Rithum Corporation prepares the smallest group financial statements in which Rithum CA UK Limited is included.
The company's ultimate parent company is Great Dane Holding, LLC, incorporated in the United States of America. The registered office address of Great Dane Holding, LLC is 251 Little Falls Drive, Wilmington, DE 19808. Great Dane Holding, LLC. prepares the largest group financial statements in which Rithum CA UK Limited is included.
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