Company registration number 03052022 (England and Wales)
AIRCOM INTERNATIONAL LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
AIRCOM INTERNATIONAL LIMITED
COMPANY INFORMATION
Directors
Mr A Goldstein
Mr P M Giuntini
Company number
03052022
Registered office
Wesley House
Bull Hill
Leatherhead
Surrey
KT22 7AH
Auditor
Hampden
Hampden House
76 Durham Road
London
SW20 0TL
Bankers
Bank of America
2 King Edward Street
London
EC1A 1HQ
AIRCOM INTERNATIONAL LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditor's report
7 - 9
Profit and loss account
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 24
AIRCOM INTERNATIONAL 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

The Company is currently serving as a distributor of software solutions and provider of related services to the mobile telecommunications industry, with product offerings mainly for the Radio Access Network (RAN) and Service Assurance market segments of the telecommunications industry. Until 1 December 2015, Company was a developer of its own software, and its software solutions were sold around the world by using its subsidiaries located in different geographical locations. Current business strategy is based on selling software licenses, providing a variety of consulting services to the clients, and additionally serving the clients with post-sale maintenance and support services.

 

The Company was acquired by TEOCO Corporation ('TEOCO'), a company incorporated in the State of Delaware in the United States of America, on 29 November 2013. TEOCO is a leading provider of Engineering, Assurance and Analytics solutions to communication service providers (CSPs) worldwide. Since the time of acquisition the Company's activities have been aligned into TEOCO's product and solutions offerings.

 

During 2024, the Company achieved total turnover of £7.7m (2023: £6.5m)

 

During 2024, the Company has continued to sell maintenance renewals and product implementations into the existing customer base and has made use of the wider TEOCO Group sales structure and sales model. Due to the sale of the Service Assurance line of business in June 2023 overall income is down - a direct consequence of these discontinued activities.

 

Financial position

The results of the Company's operations for the year are set out on pages 9,10 and 11. The Company operates in limited risk distributor model which increased its dependency on TEOCO for its day to day activities but also de-risked its business model.

 

Principal Risks and Uncertainties

The management of the business and the execution of the company's strategy are subject to a number of risks. Risks are reviewed by the board of directors and managers of the wider TEOCO enterprise, and appropriate processes put in place to monitor and mitigate them. If more than one event were to occur it is possible that the overall effect of such events would compound the possible adverse effects on the company.

 

The key business risks affecting the company's subsidiaries are set out below:

 

Growth of sales

The company remains confident that there are opportunities in the markets in which it operates to enable an increase in sales. The company is however exposed to market conditions outside its control that impact the customer base.

 

CSP Environment

CSPs are under intense pressure as the disconnection between network capacity and service revenue continues to widen. Mobile data traffic is exploding, but network capacity and wireless spectrum are limited. Increasing competitive threats and pressuring CSPs to introduce new services, while optimising the customer experience. Theses factors contribute to a delay in investment decisions and a reluctance to upgrade existing technology.

AIRCOM INTERNATIONAL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Development and performance

Business environment

The Company is now fully integrated into the TEOCO group structure. TEOCO's solutions provide CSPs with unique insights into business, customer, and network and device metrics by harnessing big data analytics. TEOCO is a trusted partner to many of the world's leading CSPs who rely on its mission-critical solutions. The TEOCO solutions model and measure network and non-network related data from various perspectives to:

 

These solutions have been selected by leading CSPs based on scalability and flexibility advantages, have innovative correlation, problem detection and analytics algorithms and have the opportunity to displace ageing, home-grown solutions.

 

The TEOCO RAN Solutions include an extensive planning and optimisation portfolio. The planning products cover radio, backhaul and capacity planning across a wide range of technologies, and provide dedicated functionality for Wi-Fi and small cells. The optimisation products are multi-technology and multi-vendor, delivering best-in-class gee-location algorithms with automation and Self-Organizing Network (SON) capabilities to enhance operational efficiencies.

 

Strategy

The key elements of the company's strategy include:

Key performance indicators

The key financial performance indicators during the year were as follows:

 

 

 

2024

2023

Change

Turnover

7,700,541

6,571,506

17%

Operating profit/(loss)

308,437

22,744,667

-98%

Profit/(Loss) after tax

204,679

22,152,486

-99%

Number of employees

30

36

-15%

 

 

AIRCOM INTERNATIONAL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
Core values of the company

Equal opportunities

The company is an equal opportunity employer and does not discriminate in its employment practices against otherwise qualified applicants or employees on the basis of race, colour, creed, religion, ancestry, age, sex, marital status, national origin, disability or handicap, veteran status, or any other status protected by law.

 

Ethical values

The core ethical values that were adopted when TEOCO was founded have reinforced AIRCOM's guiding principles and are upheld throughout the company today. The company actively encourages ownership of TEOCO stock through participation in a share option scheme available to all employees and recognize that helping our employee-owners achieve a healthy work-life balance and grow meaningful careers will motivate them to continue their career path at TEOCO and foster strong customer relationships, thereby driving our business success.

 

The core values are:

 

We are proud of our diverse work environment, which includes employee-owners representing different countries and cultures. We also have team members at every stage of their life and career. We consciously strive to create an environment and offer programs to benefit all employee-owners from varying backgrounds.

On behalf of the board

Mr A Goldstein
Director
9 September 2025
AIRCOM INTERNATIONAL LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -

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

Principal activities

 

The company is developing and selling the following products:

 

 

 

Directors

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

Mr A Goldstein
Mr P M Giuntini
Financial instruments

The company has a normal level of response to price, credit, liquidity and cash flow risks arising from trading activities which are largely conducted in sterling. The company does not enter into any formally designated hedging arrangements. The company's operations are financed by a mixture of equity funding and group company short term borrowings. Working capital requirements are met out of operational cash flows. In addition, various financial instruments such as trade debtors and trade creditors arise directly from the company's operations.

Research and development

The company's future strategy and developments are shown in the strategic report.

Auditor

The auditor, Hampden, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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.

AIRCOM INTERNATIONAL LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
On behalf of the board
Mr A Goldstein
Director
9 September 2025
AIRCOM INTERNATIONAL LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -

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:

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.

AIRCOM INTERNATIONAL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AIRCOM INTERNATIONAL LIMITED
- 7 -
Opinion

We have audited the financial statements of Aircom International Limited (the 'company') for the year ended 31 December 2024 which comprise the profit and loss account, the balance sheet, the statement of changes in equity 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:

AIRCOM INTERNATIONAL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AIRCOM INTERNATIONAL LIMITED (CONTINUED)
- 8 -
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 and 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.

The extent to which the audit was considered capable of detecting irregularities including fraud

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:

AIRCOM INTERNATIONAL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AIRCOM INTERNATIONAL LIMITED (CONTINUED)
- 9 -

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 those 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 misstatement 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.

Mr Inderjith Sivlal (Senior Statutory Auditor)
For and on behalf of Hampden, Statutory Auditor
Chartered Accountants
Hampden House
76 Durham Road
London
SW20 0TL
9 September 2025
AIRCOM INTERNATIONAL LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
2024
2023
Notes
£
£
Turnover
7,700,541
6,571,506
Cost of sales
(4,674,518)
(4,534,541)
Gross profit
3,026,023
2,036,965
Administrative expenses
(2,814,965)
20,210,672
Other operating income
97,379
497,030
Operating profit
308,437
22,744,667
Interest receivable and similar income
5
768
3,174
Interest payable and similar expenses
6
(178,931)
(397,035)
Profit before taxation
130,274
22,350,806
Tax on profit
7
74,405
(198,320)
Profit for the financial year
204,679
22,152,486

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

AIRCOM INTERNATIONAL LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
8
59,897
67,611
Investments
9
924,985
924,985
984,882
992,596
Current assets
Debtors
11
13,002,415
11,844,508
Cash at bank and in hand
3,224,741
2,420,028
16,227,156
14,264,536
Creditors: amounts falling due within one year
12
(13,871,427)
(12,105,053)
Net current assets
2,355,729
2,159,483
Total assets less current liabilities
3,340,611
3,152,079
Creditors: amounts falling due after more than one year
13
(209,087)
(225,234)
Net assets
3,131,524
2,926,845
Capital and reserves
Called up share capital
2,623,446
2,623,446
Share option fund
199,166
199,166
Profit and loss reserves
308,912
104,233
Total equity
3,131,524
2,926,845
The financial statements were approved by the board of directors and authorised for issue on 9 September 2025 and are signed on its behalf by:
Mr A Goldstein
Director
Company Registration No. 03052022
AIRCOM INTERNATIONAL LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
Share capital
Share premium account
Capital    fund
Share option       fund
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
Balance at 1 January 2023
2,623,446
2,452,000
7,979,000
199,166
(11,779,253)
1,474,359
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
-
-
22,152,486
22,152,486
Dividends
-
-
-
-
(20,700,000)
(20,700,000)
Other movements
-
(2,452,000)
(7,979,000)
-
10,431,000
-
Balance at 31 December 2023
2,623,446
-
0
-
0
199,166
104,233
2,926,845
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
-
-
204,679
204,679
Balance at 31 December 2024
2,623,446
-
0
-
0
199,166
308,912
3,131,524
AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
1
Accounting policies
Company information

Aircom International Limited is a private company limited by shares incorporated in England and Wales. The registered office is Wesley House, Bull Hill, Leatherhead, Surrey, KT22 7AH.

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.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Aircom International Limited is a wholly owned subsidiary of Teoco UK Limited and the results of Aircom International Limited are included in the consolidated financial statements of the ultimate parent company, Teoco Corporation, which are available from its registered office at 12150 Monument Drive, Suite 700 Fairfax VA 22033, USA.

AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.2
Going concern

The financial statements have been prepared on a going concern basis. The directors have considered the company’s current financial position, cash flow forecasts, and future trading prospects for a period of at least twelve months from the date of approval of these financial statements.

 

In forming this view, the directors have taken into account:

 

On the basis of this review, and having made appropriate enquiries, the directors have a reasonable expectation that the company has adequate resources, together with the committed support from its ultimate parent company, to continue in operational existence for the foreseeable future and, therefore, the going concern basis of preparation is considered appropriate.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for sales, integration and implementation of telecommunication software and subsequent provision of maintenance of 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.

 

Turnover from the sale of software licences is recognised in full:

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

 

The percentage-to-completion is measured by monitoring progress using records of actual time incurred to date on the project compared with the total estimated project requirement.

 

Turnover from maintenance services is recognised on a straight-line-basis over the term of the maintenance agreement once the licence acceptance conditions have been met. Turnover not recognised in the profit and loss account under this policy is classified as deferred income in the balance sheet.

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:

Software support & maintenance

Support & maintenance of our software (SW) solutions – usually on an annual basis, recognized ratably over the period.

AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
Managed services

Managed services – managing SW solution with ongoing customer engagement with our technical team and SW modifications/updates/reporting. Recognised ratably across the scope period.

Leased SW

Leased software - provides the customer with access to the Company's software for a specified contractual term. Revenue is recognised on a straight-line basis over the period in which the access is provided, consistent with the pattern of performance obligation fulfilment.

Non custom products

Non-Custom Products - Software solutions that do not require customer-specific customisation. These are sold as perpetual licences, with revenue recognised at the point in time when control is transferred to the customer, typically upon acceptance.

Other services

Other services – Fixed-scope services typically involving the use of the Company's software. Revenue is recognised over time based on the percentage of completion method, reflecting progress toward satisfying the performance obligation.

1.4
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:

Leasehold improvements
Over the lease term
Fixtures and fittings
10% straight line
Computers and software
33% straight line

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.

1.5
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.6
Impairment of fixed 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.

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.

1.7
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.

1.8
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.

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.

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

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.

AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

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
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.

AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 19 -
1.11
Employee benefits

The company provides a range of benefits to employees, including annual bonus arrangements, paid holiday arrangements and defined contribution pension plans.

 

Short term 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.

 

Defined contribution pension plans

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense when they are due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.

 

Share based payments

The company participates in a share based payment arrangement established by the ultimate parent company. The company recognises the share based payments expenses on the basis of the relative remuneration cost of the relevant employees. The corresponding credit is recognised as a component of equity.

1.12
Retirement benefits

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

1.13
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.

AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Tangible fixed assets

Determine whether there are any indicators of impairment of the company's tangible assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Tangible fixed assets

Tangible fixed assets are depreciated over their useful lives taking account of residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on the number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycle and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of an asset and projected disposal values.

3
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
19,500
22,500
4
Employees

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

2024
2023
Number
Number
Total
30
36
AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
5
Interest receivable and similar income
2024
2023
£
£
Interest receivable and similar income includes the following:
Interest receivable from group companies
768
3,174
6
Interest payable and similar expenses
2024
2023
£
£
Interest payable and similar expenses includes the following:
Interest payable to group undertakings
178,931
397,035
7
Taxation
2024
2023
£
£
Current tax
Foreign current tax on profits for the current period
126,304
201,468
Adjustments in foreign tax in respect of prior periods
(200,709)
-
0
Total current tax
(74,405)
201,468
Deferred tax
Tax losses carried forward
-
0
(3,148)
Total tax (credit)/charge
(74,405)
198,320
8
Tangible fixed assets
Leasehold improvements
Fixtures and fittings
Computers and software
Total
£
£
£
£
Cost
At 1 January 2024
172,005
79,385
4,172,703
4,424,093
Additions
-
0
-
0
21,550
21,550
At 31 December 2024
172,005
79,385
4,194,253
4,445,643
Depreciation and impairment
At 1 January 2024
126,110
58,200
4,172,172
4,356,482
Depreciation charged in the year
17,196
7,944
4,124
29,264
At 31 December 2024
143,306
66,144
4,176,296
4,385,746
AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Tangible fixed assets
Leasehold improvements
Fixtures and fittings
Computers and software
Total
£
£
£
£
(Continued)
- 22 -
Carrying amount
At 31 December 2024
28,699
13,241
17,957
59,897
At 31 December 2023
45,895
21,185
531
67,611
9
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
924,985
924,985
10
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Country
Nature of business
Class of
% Held
shares held
Direct
Aircom International America Latina Ltd
Brazil
Software and consultancy
Ordinary shares
100.00
Aircom MEA FZ-LLC
United Arab Emirates
Software and consultancy
Ordinary shares
76.00
Aircom International (India) Private Ltd
India
Software and consultancy
Ordinary shares
100.00
Aircom International (Pte) Ltd
Singapore
Software and consultancy
Ordinary shares
100.00
Aircom International Inc.
Philippines
Software and consultancy
Ordinary shares
100.00
Aircom International Pakistan (Private) Ltd
Pakistan
Software and consultancy
Ordinary shares
100.00
Aircom International S.R.L
Italy
Software and consultancy
Ordinary shares
100.00
Aircom International Corporation Limited
Taiwan
Software and consultancy
Ordinary shares
100.00
Teoco Network Analytics Africa (pty) Ltd
South Africa
Software and consultancy
Ordinary shares
100.00
11
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
790,930
866,872
Amounts owed by group undertakings
11,672,116
10,281,055
Other debtors
346,149
503,361
12,809,195
11,651,288
AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
11
Debtors
(Continued)
- 23 -
2024
2023
Amounts falling due after more than one year:
£
£
Deferred tax asset
193,220
193,220
Total debtors
13,002,415
11,844,508
12
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
54,654
134,829
Amounts owed to group undertakings
12,659,061
10,871,998
Taxation and social security
46,191
58,566
Other creditors
1,111,521
1,039,660
13,871,427
12,105,053
13
Creditors: amounts falling due after more than one year
2024
2023
£
£
Other creditors
209,087
225,234
14
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Assets
Assets
2024
2023
Balances:
£
£
Timing difference - capital allowances
193,220
193,220
There were no deferred tax movements in the year.

The deferred tax asset set out above is expected to reverse within the next few years and relates to the utilisation of tax losses against future expected profits of the same period.

15
Operating lease commitments

The company terminated the lease associated with the office premises in March 2025 and settled the corresponding early termination payment.

AIRCOM INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
15
Operating lease commitments
(Continued)
- 24 -

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

2024
2023
£
£
Total commitments
84,580
467,742
16
Related party transactions
Transactions with related parties

In accordance with FRS102 paragraph 33.1A, the company is exempt from reporting related party transactions as it is a wholly owned subsidiary of Teoco Corporation (the ultimate parent company).

17
Parent company

The immediate parent company of Aircom International Limited is Teoco UK Limited, a company incorporated in the United Kingdom.

In the opinion of the directors, the company's ultimate parent company and controlling party is Teoco Corporation, a company incorporated in the USA.

 

The largest group in which the company's results are consolidated is headed by Teoco Corporation. Copies of their consolidated financial statements can be obtained from 12150 Monument Drive, Suite 700 Fairfax VA 22033, USA.

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