Company registration number 08984741 (England and Wales)
ONCLUSIVE UK LIMITED (FORMERLY PRGLOO LTD)
FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
Kings House
9-10 Haymarket
London
United Kingdom
SW1Y 4BP
ONCLUSIVE UK LIMITED (FORMERLY PRGLOO LTD)
CONTENTS
Page
Company information
1
Statement of financial position
2
Notes to the financial statements
3 - 8
ONCLUSIVE UK LIMITED (FORMERLY PRGLOO LTD)
COMPANY INFORMATION
- 1 -
Directors
Mr P Anderson
Mr J T Treadwell
Mr R S Stone
(Appointed 11 July 2024)
Company number
08984741
Registered office
Montacute Yards
7th Floor, 186 Shoreditch High Street
London
E1 6HU
Auditor
TC Group London Limited
Kings House
9-10 Haymarket
London
United Kingdom
SW1Y 4BP
ONCLUSIVE UK LIMITED (FORMERLY PRGLOO LTD)
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 2 -
2024
2023
Notes
£
£
£
£
Non-current assets
Property, plant and equipment
4
379
2,487
Current assets
Trade and other receivables
5
873,763
353,352
Cash and cash equivalents
151,250
52,141
1,025,013
405,493
Current liabilities
6
(1,995,924)
(937,190)
Net current liabilities
(970,911)
(531,697)
Total assets less current liabilities
(970,532)
(529,210)
Non-current liabilities
7
(483,387)
(465,590)
Net liabilities
(1,453,919)
(994,800)
Equity
Called up share capital
8
327
327
Share premium account
574,628
574,628
Retained earnings
(2,028,874)
(1,569,755)
Total equity
(1,453,919)
(994,800)
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The directors of the company have elected not to include a copy of the income statement within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 23 September 2025 and are signed on its behalf by:
Mr R S Stone
Director
Company registration number 08984741 (England and Wales)
ONCLUSIVE UK LIMITED (FORMERLY PRGLOO LTD)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
1
Accounting policies
Company information
Onclusive UK Limited (formerly Prgloo Ltd) is a private company limited by shares incorporated in England and Wales. The registered office is Montacute Yards, 7th Floor, 186 Shoreditch High Street, London, E1 6HU.
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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 £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The company incurred a loss before tax of £434k for the year ended 31 December 202true4 and had net current liabilities of £1.4m as at the balance sheet date which included a loan of £483k from its immediate parent.
At the time of approving these financial statements, the directors have a reasonable expectation that the company has adequate resources, to continue in operational existence for the foreseeable future.
The immediate parent has confirmed that it will continue to provide financial support to the company and that it will not seek repayment of the amount owed by the company, should that compromise the company’s ability to trade.
On this basis, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Revenue
Revenue is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Income in relation to installation is recognised as at the install date and income in relation to support and newsroom sales is recognised over the term of the contract.
1.4
Research and development expenditure
Research and development expenditure is written off against profits in the year in which it is incurred.
1.5
Property, plant and equipment
Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
ONCLUSIVE UK LIMITED (FORMERLY PRGLOO LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
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:
Fixtures and fittings
15% on reducing balance
Computers
33% on cost
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.
1.6
Impairment of non-current assets
At each reporting period end date, the company reviews the carrying amounts of its tangible 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.
1.7
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.
1.8
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position 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 trade and other receivables 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.
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.
ONCLUSIVE UK LIMITED (FORMERLY PRGLOO LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial liabilities
Basic financial liabilities, including trade and other payables, bank loans and loans from fellow group companies, 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 payables 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.9
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.
1.10
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 non-current 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.
1.11
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.12
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.
ONCLUSIVE UK LIMITED (FORMERLY PRGLOO LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
In the opinion of the directors there are no significant judgements or areas of estimation uncertainty.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
0
23
4
Property, plant and equipment
Plant and machinery etc
£
Cost
At 1 January 2024 and 31 December 2024
16,705
Depreciation and impairment
At 1 January 2024
14,218
Depreciation charged in the year
2,108
At 31 December 2024
16,326
Carrying amount
At 31 December 2024
379
At 31 December 2023
2,487
ONCLUSIVE UK LIMITED (FORMERLY PRGLOO LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
5
Trade and other receivables
2024
2023
Amounts falling due within one year:
£
£
Trade receivables
96,703
146,243
Amounts owed by group undertakings
776,000
200,000
Other receivables
1,060
7,109
873,763
353,352
6
Current liabilities
2024
2023
£
£
Trade payables
4,088
12,993
Taxation and social security
32,752
70,152
Other payables
1,959,084
854,045
1,995,924
937,190
7
Non-current liabilities
2024
2023
£
£
Other payables
483,387
465,590
8
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.01p each
3,274,001
3,274,001
327
327
9
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
ONCLUSIVE UK LIMITED (FORMERLY PRGLOO LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
9
Audit report information
(Continued)
- 8 -
Senior Statutory Auditor:
Robert Keen FCCA
Statutory Auditor:
TC Group London Limited
Date of audit report:
24 September 2025
11
Parent company
The ultimate parent is STG VI (Luxembourg), Sàrl, Luxembourg, a company registered in Luxembourg.
The registered office of STG VI (Luxembourg), Sàrl, Luxembourg is 6 Rue Eugene Ruppert Luxembourg 2453.
The smallest group of which the company is a member and for which consolidated accounts are prepared is Sapphire Aggregator, Sarl a company registered in Luxembourg.
Copies of the consolidated accounts of Sapphire Aggregator, Sarl can be obtained from the company's registered office.