| REGISTERED NUMBER: |
| AUDITED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| CAFEPOD LIMITED |
| REGISTERED NUMBER: |
| AUDITED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| CAFEPOD LIMITED |
| CAFEPOD LIMITED (REGISTERED NUMBER: 07562551) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Page |
| Company Information | 1 |
| Balance Sheet | 2 |
| Notes to the Financial Statements | 3 |
| CAFEPOD LIMITED |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditors |
| Chartered Accountants |
| 4th Floor Tuition House |
| 27-37 St George's Road |
| Wimbledon |
| London |
| SW19 4EU |
| CAFEPOD LIMITED (REGISTERED NUMBER: 07562551) |
| BALANCE SHEET |
| 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 4 |
| Tangible assets | 5 |
| CURRENT ASSETS |
| Stocks |
| Debtors | 6 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 7 |
| NET CURRENT ASSETS/(LIABILITIES) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES | ( |
) |
| CREDITORS |
| Amounts falling due after more than one year | 8 |
| NET LIABILITIES | ( |
) | ( |
) |
| CAPITAL AND RESERVES |
| Called up share capital |
| Share premium |
| Share Option Reserve |
| Retained earnings | ( |
) | ( |
) |
| ( |
) | ( |
) |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| CAFEPOD LIMITED (REGISTERED NUMBER: 07562551) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | STATUTORY INFORMATION |
| Cafepod Limited is a |
| The presentation currency of the financial statements is the Pound Sterling (£). |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| Turnover |
| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
| Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. |
| Intangible assets |
| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
| Tangible fixed assets |
| Stocks |
| Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
| Basic financial instruments |
| Cash in hand is measured at transaction price. |
| Debtors: Trade, other debtors and amounts owed by participating interests are measured at transaction price. Trade debtors are amounts due from customers for goods or services performed in the ordinary course of business less any impairment provision. These are recognised as current assets as collection is due within one year or less. |
| Creditors: Amounts falling due within one year are measured at transaction price. Trade Creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business. These are classified as current liabilities as payment is due within one year or less. |
| Ordinary shares are classified as equity. |
| Impairment |
| Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset, or the asset's cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease. |
| CAFEPOD LIMITED (REGISTERED NUMBER: 07562551) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Hire purchase and leasing commitments |
| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
| Pension costs and other post-retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
| Going concern |
| Due to the ongoing support of the company's principal shareholders the directors believes that it is appropriate to prepare the financial statements on the going concern basis, which assumes that the company will continue in operational existence for the foreseeable future. |
| If the company were unable to continue in operational existence for the foreseeable future, adjustments would be necessary to reduce the balance sheet value of assets to their recoverable amounts, and to provide for further liabilities that might arise, and to reclassify fixed assets and long term liabilities as current assets and liabilities. |
| Share options |
| The company operates an EMI share option scheme and an unapproved share option scheme for certain employees, engaging in equity settled share based payment transactions for recruitment and retention purposes. Details of the options within this scheme are set out in the Share Based Payment Transactions note. |
| It is the policy of the company to grant share options at an exercise price between £4.30 and £5.00. Year end fair market values have been determined using the Black Scholes model, which takes into account the exercise price of the option, the current share price, the risk free interest rate, the expected volatility of the share price over the life of the option and other relevant factors. This in accordance with FRS 102 'Share-based Payment'. |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was |
| CAFEPOD LIMITED (REGISTERED NUMBER: 07562551) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 4. | INTANGIBLE FIXED ASSETS |
| Other |
| intangible |
| assets |
| £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| AMORTISATION |
| At 1 January 2024 |
| and 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| 5. | TANGIBLE FIXED ASSETS |
| Plant and |
| machinery |
| etc |
| £ |
| COST |
| Additions |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| 6. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Trade debtors |
| Other debtors |
| 7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Bank loans and overdrafts |
| Trade creditors |
| Taxation and social security |
| Other creditors |
| 8. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Bank loans |
| CAFEPOD LIMITED (REGISTERED NUMBER: 07562551) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 9. | SECURED DEBTS |
| The following secured debts are included within creditors: |
| 2024 | 2023 |
| £ | £ |
| Other creditors | 29,373 | 60,690 |
| Bank loans | 92,544 | 139,243 |
| The assets of the company are subject to fixed and floating charges in respect of borrowings of the entity. |
| On 9 July 2025, the company entered into a Receivables Purchase Agreement for an initial consideration of £130,000. Under the terms of the agreement, the company has sold a 14% interest in its future card receivables for a total termination amount of £141,830. The arrangement is secured against the company's future merchant card traffic. |
| 10. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
| The Report of the Auditors was unqualified. |
| for and on behalf of |
| 11. | SHARE-BASED PAYMENT TRANSACTIONS |
| The company operates two share option schemes, an EMI scheme and an unapproved option scheme. These are in respect of employee and director recruitment and retention purposes. |
| The following share options are in issue at the year end: |
| Options Granted |
Brought forward | Non conditional | Conditional | Options exercised / lapsed | Carried forward | Vesting period (from date of grant) | Exercise price per ordinary share |
| EMI |
| Directors | 12,509 | - | - | - | 12,509 | 0-2 years | £4.30-£5.00 |
| Employees | 250 | - | - | - | 250 | 0 years | £4.30 |
| Total | 12,759 | - | - | - | 12,759 |
| Unapproved |
| Employees | 18,828 | - | - | - | 18,828 | 0-4 years | £4.30-£5.00 |
| Total | 31,587 | - | - | - | 31,587 |
| In arriving at the fair value, each grant of an option is valued separated using the Black Scholes Model and the resulting fair value charged to the profit and loss account over the vesting period. This applies to all schemes. |
| The expected life used in the model has been adjusted, based on management's best estimate for the effects of non transferability, exercise restrictions and behavioural considerations. The following table lists the assumptions used in the model: |
| Expected volatility | 50% |
| Risk free interest rate | 1.188-1.961% |
| Expected life of option (years) | 10 |
| Exercise price | £4.30 - £5.00 |
| Expected dividends | None |