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Registered number:
For the Year Ended
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CMS Payments Intelligence Limited
Company Information
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CMS Payments Intelligence Limited
Contents
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CMS Payments Intelligence Limited
Strategic Report
For the Year Ended 30 April 2025
The Directors present their Strategic Report for the year ended 30 April 2025.
The Company provides advice to its clients in order to optimise their payment supply chain. The Company's clients are
generally multi-national tier one clients. Revenue decreased in the year to £4.8m (2024: £6.3m). Whilst other entities within the group, which operate in the United States and the Asia and Pacific (APAC) region, saw steady increases in revenue driven by increased demand for services, revenues in Europe were largely static. Earnings before interest, tax, depreciation and amortisation (“EBITDA”) increased to £22.5m (2024: £20.7m) and net profit before tax increased to £22.3m (2024: £20.8m). The only reconciling items between EBITDA and operating profit is depreciation and amortisation which is disclosed in the notes to the financial statements. EBITDA and net profit has increased significantly in the previous four years due to a change in the methodology and calculation of the group management charge, which increased further in FY25 due to additional profits being made in the company's overseas subsidiaries. Excluding management charges, the company generated a loss before tax of £6.66m (2024: £2.76m). The change in management charge methodology has also resulted in a significant change to the intercompany balances held by the company. The company had net current assets of £58.5m (2024: £40.4m), and net assets of £59.5m (2024: £41.6m) at 30 April 2025. The company's cash balances decreased from £8.7m to £5.6m at the year end due to decreased revenue.
The principal risk faced by the business is adverse economic conditions leading to a potential decline in volumes for our
clients. Although the current economic situation is one of high inflation, as with many negative economic conditions, this drives clients and prospective clients to look to optimise costs across the supply chain, resulting in further requirements for the company's services. The business also faces the risk of new technologies and changes in laws and regulation that would reduce card payment volumes. The company is currently expecting any changes in laws or regulations to provide additional opportunities as the company stays ahead of any potential changes through dedicated teams. The business relies upon high-quality employees to deliver the services it provides. A lack of available quality employees would provide a risk to the business. The company is confident that it would remain an attractive option for any potential high quality employee due to its reputation in the market and the opportunities offered.
Revenue, EBITDA and net profit before tax are the principal key performance indicators monitored by the directors and are included in the fair review of the business above.
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CMS Payments Intelligence Limited
Strategic Report (continued)
For the Year Ended 30 April 2025
This report was approved by the board and signed on its behalf.
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CMS Payments Intelligence Limited
Directors' Report
For the Year Ended 30 April 2025
The directors present their report and the financial statements for the year ended 30 April 2025.
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
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.
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 to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Directors' Reports may differ from legislation in other jurisdictions.
The profit for the year, after taxation, amounted to £17,978,584 (2024 - £17,459,826).
No dividends were paid during the year (2023: £Nil). The directors do not recommend the payment of a final dividend.
The directors who served during the year were:
The company is actively looking at new ways to develop its data and products to make payments more productive.
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CMS Payments Intelligence Limited
Directors' Report (continued)
For the Year Ended 30 April 2025
The company has low exposure to interest rate risk as a result of fixed rate borrowing and lending.
The company utilises foreign exchange contracts to mitigate the company's exposure to the impact of foreign currency fluctuations on its income, expenses and balance sheet. The company has significant cash reserves and utilises trade debtors and intercompany balances to manage cashflow and liquidity risk.
During the year the company undertook some activity to enhance the services offered to customers. Some of this qualified as research and development and has been accounted for accordingly.
The Company, and Group that it heads, fosters fair and transparent payment terms to maintain strong supplier relationships across a diverse supply chain. Suppliers, whether small businesses or large multinationals, share the Company’s values and commitment to fair treatment.
To maintain robust client relationships, each client is assigned a dedicated account manager with expertise in the payments industry. Clients benefit from regular updates on industry changes and webinars that address emerging challenges. Our employees are integral to our growth, incentivised through equity plans and valuation-driven bonuses. Employee feedback is crucial and collected quarterly through anonymous surveys, ensuring leadership stays informed of their concerns.
The Company has not disclosed information in respect of greenhouse gas emissions, energy consumption and energy efficiency action as its energy consumption in the United Kingdom for the year is 40,000kWh or lower.
The directors have considered the potential impact of the current economic climate on the Company and have prepared forecasts for a minimum of 12 months from the date of approval of these financial statements. Based on their review, the Directors have confirmed it is appropriate to prepare these financial statements on a going concern basis.
There have been no significant events affecting the Company since the year end.
The auditors, Hurst Accountants Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
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CMS Payments Intelligence Limited
Directors' Report (continued)
For the Year Ended 30 April 2025
This report was approved by the board and signed on its behalf.
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CMS Payments Intelligence Limited
Independent Auditors' Report to the Members of CMS Payments Intelligence Limited
We have audited the financial statements of CMS Payments Intelligence Limited (the 'Company') for the year ended 30 April 2025, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' 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.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
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CMS Payments Intelligence Limited
Independent Auditors' Report to the Members of CMS Payments Intelligence Limited (continued)
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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CMS Payments Intelligence Limited
Independent Auditors' Report to the Members of CMS Payments Intelligence Limited (continued)
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 Auditors' 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:
Identifying and assessing potential risks related to irregularities In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following: • The nature of the industry and sector in which the company operates; the control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets. • The outcome of enquiries of local management and parent company management, including whether management was aware of any instances of non-compliance with laws and regulations, and whether management had knowledge of any actual, suspected, or alleged fraud. • Supporting documentation relating to the Company's policies and procedures for: - Identifying, evaluating, and complying with laws and regulations - Detecting and responding to the risks of fraud • The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations. • The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud. • The legal and regulatory framework in which the Company operates, particularly those laws and regulations which have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or which had a fundamental effect on the operations of the Company, including General Data Protection requirements, and Anti-bribery and Corruption. Audit response to risks identified Our procedures to respond to the risks identified included the following: • Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the provisions of those relevant laws and regulations which have a direct effect on the financial statements. • Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud. • Evaluation of the operating effectiveness of management’s controls designed to prevent and detect irregularities. • Enquiring of management about any actual and potential litigation and claims. • Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatement due to fraud.
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CMS Payments Intelligence Limited
Independent Auditors' Report to the Members of CMS Payments Intelligence Limited (continued)
Audit response to risks identified (continued)
We have also considered the risk of fraud through management override of controls by: • Testing the appropriateness of journal entries and other adjustments. We have used data analytics software to identify accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error. • Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and • Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of them. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' 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 Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants & Statutory Auditors
3 Stockport Exchange
Cheshire
SK1 3GG
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CMS Payments Intelligence Limited
Statement of Comprehensive Income
For the Year Ended 30 April 2025
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CMS Payments Intelligence Limited
Registered number: 07740859
Balance Sheet
As at
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 13 to 30 form part of these financial statements.
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CMS Payments Intelligence Limited
Statement of Changes in Equity
For the Year Ended 30 April 2025
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
CMS Payments Intelligence Limited, a private company limited by members capital, is incorporated in the United
Kingdom, with its registered office and principal place of business being Suite 4fo4 Oxford Place, 61 Oxford Street, Manchester, M1 6EQ. The principal activity of the company is that of payments consultancy.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of CMSPI Topco Limited as at 30 April 2025 and these financial statements may be obtained from the Registrar of Companies.
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.
The directors have considered the potential impact of the current economic climate on the Company and have prepared forecasts for a minimum of 12 months from the date of approval of these financial statements. Based on their review, the Directors have confirmed it is appropriate to prepare these financial statements on a going concern basis.
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: - the amount of revenue can be measured reliably; - it is probable that the Group will receive the consideration due under the contract; - the stage of completion of the contract at the end of the reporting period can be measured reliably; and - the costs incurred and the costs to complete the contract can be measured reliably.
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
- The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; - Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and - Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Intangible assets held by the company are currently being amortised over a period of five years.
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Basic financial assets
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
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 the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. Recoverability of debtors Management will regularly review outstanding debtors and make appropriate provisions where it is considered that recovery of balances is considered doubtful. At the balance sheet date, the company was carrying provisions of £309k (2024: £107k). Revenue recognition In a number of cases, management have to make estimates of earned revenue at the year end which will be invoiced and received in the following period. At the balance sheet date, the company was carrying income accruals of £626k (2024: £755k).
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
The whole of the turnover is attributable to its principal activty as described in note 1.
Analysis of turnover by country of destination:
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
12.Taxation (continued)
There were no factors that may affect tax charges.
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
Profit and loss account
The profit and loss account represents accumulated profits and losses since incorporation, net of dividends paid.
The Company has provided services to customers participating in legal actions against card schemes in relation to multilateral interchange fees. The Company’s consideration includes a variable fee calculated as a percentage of customer recoveries, which may be determined on either a gross or net basis and may include interest elements. At 30 April 2025, and the date of signing the financial statements, while legal outcomes to date have been favourable to merchants, allocation processes and settlement distributions remain ongoing.
In accordance with FRS 102 Section 21, no asset has been recognised because inflows are not yet virtually certain. The matter is disclosed as a contingent asset as an inflow is probable. At the date of approval of these financial statements, management does not have sufficient information to measure reliably the amount or timing of any such inflows; accordingly, it is not practicable to provide a meaningful quantitative estimate of the potential financial effect.
The company is party to a cross guarantee for loans owed to an external financier by a fellow group member. The total loan outstanding as at 30 April 2025 is £114,778,616 (2024: £63,975,468).
The Company operates a defined contributions pension scheme. 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 and amounted to £341,876 (2024: £314,111). Contributions totalling £49,322 (2024: £33,292) were payable to the fund at the balance sheet date.
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CMS Payments Intelligence Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
The immediate parent company is CMSPI Bidco Limited, a company incorporated in England and Wales.
The ultimate parent company is CMSPI Topco Limited, a company incorporated in England and Wales. The largest and smallest group within which the results of the company and group it heads are included are those prepared by CMSPI Topco Limited. The address of the ultimate parent company is Suite 4fo4 Oxford Place, 61 Oxford Street, Manchester, M1 6EQ. The company is exempt from the obligation to produce and deliver group accounts as CMSPI Topco Limited is the parent company for the largest group for which group accounts are prepared.
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