Company Information
Contents
Directors' report
for the year ended 31 December 2024
The directors present their annual report and the financial statements for Qatalyst Partners Limited ('the company') for the year ended 31 December 2024 .
The profit for the year, after taxation, amounted to $13,455,270 (2023 - $8,928,614 restated from £7,178,619).
Dividends of $nil were paid during the year (2023 - $nil).
The directors who served during the year were:
The directors are responsible for preparing the Strategic report, the Directors' report, and the financial statements in accordance with applicable laws 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 of the profit or loss of the company for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the company's financial statements and then apply them consistently;
∙make judgements 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 company will continue in business.
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Directors' report (continued)
for the year ended 31 December 2024
This report was approved by the board on 23 April 2025 and signed on its behalf by:
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Strategic report
for the year ended 31 December 2024
The directors present their Strategic report of the company for the year ended 31 December 2024.
The directors are satisfied with the results for the year. The directors expect the company’s sole parent to provide continued financial support, as needed.
The company is highly dependent on advisory revenues and technology mergers and acquisitions transactions, which is a
cyclical business that can experience significant periods of low activity.
The company's exposure to credit risk in relation to financial assets is primarily represented by trade receivables as they
arise during the ordinary course of business.
Effective January 1 2022, the company was subject to the UK Investment Firms Prudential Regime (“IFPR”). For firms within its scope, the IFPR introduced new regulatory capital requirements and, amongst other things, new remuneration, reporting, and disclosure requirements. The level of compliance with certain rules that applies to the company within the scope of the IFPR is determined by whether or not the company is a “small and non-interconnected investment” firm (“SNI” firm) or a non-SNI firm. The company’s classification between non-SNI firm and SNI firm may change depending upon the company’s performance. At 31 December 2024, the company was classified as a non-SNI firm.
cyclical business that can experience significant periods of low activity.
The company's exposure to credit risk in relation to financial assets is primarily represented by trade receivables as they
arise during the ordinary course of business.
Effective January 1 2022, the company was subject to the UK Investment Firms Prudential Regime (“IFPR”). For firms within its scope, the IFPR introduced new regulatory capital requirements and, amongst other things, new remuneration, reporting, and disclosure requirements. The level of compliance with certain rules that applies to the company within the scope of the IFPR is determined by whether or not the company is a “small and non-interconnected investment” firm (“SNI” firm) or a non-SNI firm. The company’s classification between non-SNI firm and SNI firm may change depending upon the company’s performance. At 31 December 2024, the company was classified as a non-SNI firm.
Given the nature of the business, the directors are of the opinion that analysis using KPIs is not necessary for an
understanding of the development, performance or position of the business.
understanding of the development, performance or position of the business.
The company aims to be the best strategic and financial advisor to the technology industry, which aligns with the corporate goal of Qatalyst Group LP. Strategic decisions are made to position the company to achieve this goal in the long term, which we believe is consistent with the best interests of the overall Qatalyst global organization.
Qatalyst is a strategic advisory business and as such, strong client relationships are core to our success. To develop and maintain these relationships, Qatalyst provides high impact, independent advice to senior management and boards of directors. We maintain good relationships with our suppliers through transparency and fair dealing.
We rely on highly skilled and knowledgeable professionals to deliver high impact advice to our clients. Recruitment and retention of our employees is therefore a critical business activity that we address in part by setting competitive compensation, rewarding performance bonuses in accordance with Qatalyst’s remuneration policies at all levels, and providing training and career development support.
Qatalyst is a strategic advisory business and as such, strong client relationships are core to our success. To develop and maintain these relationships, Qatalyst provides high impact, independent advice to senior management and boards of directors. We maintain good relationships with our suppliers through transparency and fair dealing.
We rely on highly skilled and knowledgeable professionals to deliver high impact advice to our clients. Recruitment and retention of our employees is therefore a critical business activity that we address in part by setting competitive compensation, rewarding performance bonuses in accordance with Qatalyst’s remuneration policies at all levels, and providing training and career development support.
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Strategic report (continued)
for the year ended 31 December 2024
Directors' statement of compliance with duty to promote the success of the company (continued)
Section 172 of the Companies Act of 2006 requires the directors to act in a manner in which they, in good faith, would be most likely to promote the success of the company for the benefit of its stakeholders (the “s172 duties”). As part of their s172 duties, the directors have considered the following:
∙the potential long-term consequences of any decisions;
∙the interests of the company’s employees;
∙the need to foster the company’s business relationships with suppliers, customers and others;
∙the impact of the company’s operations on the community at large;
∙the desirability of the company maintaining a reputation for high standards of business conduct; and
∙the need to act fairly as between members of the company.
The directors have considered stakeholders to include customers, employees, suppliers, regulators, and direct and indirect investors. Careful consideration has been given to the factors set out above in discharging their s172 duties. The directors recognise that building strong relationships with stakeholders will help deliver the company’s business objectives. The directors are committed to effective and fair engagement with all stakeholders and acknowledge interactions and dealings may differ between stakeholder groups depending on the nature of the issue at question.
This report was approved by the board on 23 April 2025 and signed on its behalf by:
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Independent auditor's report to the members of Qatalyst Partners Limited
for the year ended 31 December 2024
We have audited the financial statements of Qatalyst Partners Limited ('the company') for the year ended 31 December 2024, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity, the Statement of cash flows, 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 company 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 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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Independent auditor's report to the members of Qatalyst Partners 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 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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Independent auditor's report to the members of Qatalyst Partners 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 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:
How 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:
∙the Senior Statutory Auditor ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations, including knowledge specific to auditing regulated corporate advisory firms;
∙we made enquiries of management as to where they considered there was susceptibility to fraud, and their knowledge of actual, suspected and alleged fraud;
∙we identified the laws and regulations that could reasonably be expected to have a material effect on the financial statements of the company through discussions with directors and other management at the planning stage, and from our knowledge and experience of regulated corporate advisory firms;
∙the audit team held a discussion to identify any particular areas that were considered to be susceptible to misstatement, including with respect to fraud and non-compliance with laws and regulations; and
∙we focused our planned audit work 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, The Financial Services and Markets Act 2000, employment legislation, and taxation legislation.
We assessed the extent of compliance with the laws and regulations identified above through:
∙making enquiries of management;
∙reviewing legal expenditure throughout the year for any potential litigation or claims; and
∙considering the internal controls in place that are designed to mitigate risks of fraud and non-compliance with laws and regulations.
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Independent auditor's report to the members of Qatalyst Partners Limited (continued)
for the year ended 31 December 2024
Auditors' responsibilities for the audit of the financial statements (continued)
To address the risk of fraud through management bias and override of controls, we:
∙determined the susceptibility of the company to management override of controls by checking the implementation of controls and enquiring of individuals involved in the financial reporting process;
∙reviewed journal entries throughout the year to identify unusual transactions;
∙performed analytical procedures to identify any large, unusual or unexpected transactions and investigated any large variances from the prior period;
∙reviewed accounting estimates and evaluated where judgements or decisions made by management indicated bias on the part of the company's management;
∙tested the occurrence and cut-off of revenue by vouching entries in the nominal ledger to supporting documentation and bank receipts and reviewing bank receipts after the reporting date to identify any material omissions; and
∙carried out substantive testing to check the occurrence and cut-off of expenditure.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included:
∙agreeing financial statements disclosures to underlying supporting documentation; and
∙enquiring of management as to actual and potential litigation and claims.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
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
Statutory Auditor
130 Wood Street
EC2V 6DL
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Statement of comprehensive income
for the year ended 31 December 2024
Page 9
Statement of financial position
as at 31 December 2024
The financial statements were approved and authorised for issue by the board on 23 April 2025 and were signed on its behalf by:
The notes on pages 13 to 25 form part of these financial statements.
Page 10
Statement of changes in equity
for the year ended 31 December 2024
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Statement of cash flows
for the year ended 31 December 2024
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Notes to the financial statements
for the year ended 31 December 2024
Qatalyst Partners Limited is a private limited company limited by shares, incorporated in England and Wales. The address of its registered office and principal place of business is 12 Golden Square, London, W1F 9JE. The company registration number is 07844621.
The principal activity of the company is to provide corporate finance, mergers and acquisitions, and other advisory services.
The principal activity of the company is to provide corporate finance, mergers and acquisitions, and other advisory services.
2.Accounting policies
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see note 3).
At 1 January 2024, the company changed its functional and presentational currency from Sterling to US dollars. This is in line with the primary economic environment of the company.
The following principal accounting policies have been applied:
As a consequence of the change in the presentational currency from GBP to US dollars from 1 January 2024, the corresponding figures reported in these financial statements have been adjusted to reflect the equivalent US dollar amount at 31 December 2024 and the opening balances have been restated at the prevailing US dollar rate at 31 December 2023 or historic rate, where appropriate.
The financial statements have been prepared on a going concern basis as Qatalyst Group LP, the company's parent undertaking, has indicated its intention to provide continuing financial support to the company for at least twelve months from the date of approval of the financial statements.
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Notes to the financial statements
for the year ended 31 December 2024
2.Accounting policies (continued)
The company 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 company. 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.
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.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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Notes to the financial statements
for the year ended 31 December 2024
2.Accounting policies (continued)
The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Financial assets that are 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 or loss.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the reporting date.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Financial assets that are 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 or loss.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the reporting date.
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Notes to the financial statements
for the year ended 31 December 2024
2.Accounting policies (continued)
The company's functional and presentational currency is USD.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end, foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.
Foreign exchange gains and losses that relate to borrowings are presented in the Statement of comprehensive income within 'finance income or costs'. Foreign exchange differences on translating assets, liabilities, income and expenses for the change in functional and presentational currency have been presented within 'other comprehensive income'.
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Notes to the financial statements
for the year ended 31 December 2024
2.Accounting policies (continued)
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the company in independently administered funds.
The following judgements or estimates have had the most significant effect on amounts recognised in the financial statements:
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Notes to the financial statements
for the year ended 31 December 2024
Analysis of revenue by country of destination:
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Notes to the financial statements
for the year ended 31 December 2024
Page 19
Notes to the financial statements
for the year ended 31 December 2024
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Notes to the financial statements
for the year ended 31 December 2024
10.Taxation (continued)
Factors that may affect future tax charges
There are no factors that may have an effect on future tax charges for the company.
There are no factors that may have an effect on future tax charges for the company.
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Notes to the financial statements
for the year ended 31 December 2024
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Notes to the financial statements
for the year ended 31 December 2024
Profit and loss account
The profit and loss account includes all retained profits and losses.
The profit and loss account includes all retained profits and losses.
Page 23
Notes to the financial statements
for the year ended 31 December 2024
An analysis of changes in net debt has not been presented as all of the entity’s cash flows relate to movements in cash, and the entity has no items to include in such an analysis, other than the cash flows reflected on the Statement of cash flows.
The company had no contingent liabilities at 31 December 2024 or 31 December 2023.
The company had no capital commitments at 31 December 2024 or 31 December 2023.
The company is operating a defined contribution scheme. During the year, the company contributed $32,573 (2023
- $11,843 restated from £9,522). The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund. Contributions totalling $nil (2023 - $nil) were payable to the fund at the reporting date.
- $11,843 restated from £9,522). The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund. Contributions totalling $nil (2023 - $nil) were payable to the fund at the reporting date.
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Notes to the financial statements
for the year ended 31 December 2024
The company's immediate parent undertaking is Qatalyst Group LP, a Limited Partnership established in the United States of America.
The ultimate controlling party of the company isFrank Quattrone .
The parent undertaking of the largest and smallest group of undertakings, for which group financial statements are drawn up and of which the company is a member, is Qatalyst Group LP. The registered office address of Qatalyst Group LP is Three Embarcadero Center, Suite 1500, San Francisco, CA 94111, USA.
The ultimate controlling party of the company is
The parent undertaking of the largest and smallest group of undertakings, for which group financial statements are drawn up and of which the company is a member, is Qatalyst Group LP. The registered office address of Qatalyst Group LP is Three Embarcadero Center, Suite 1500, San Francisco, CA 94111, USA.
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